SpiderMan: Evolution
by L-Dog Z
Summary: Part 17&18: Dennis Caradine makes a deal with the DA's office, getting a pardon in exchange for helping take down Fosswell. Peter is understandably unhappy with this, but so is another vigilante: The Punisher. Is this an opportunity for Peter to make a new ally and bring justice to the man who killed his uncle, or a will this result in another enemy? Probably the latter.
1. My name is Peter Parker

Well for those who've read my other works, Hello old readers and true believers. For those who haven't, Hello _New _readers and true believers, welcome. To explain this, this is basically Spider-Man's early adventures in the same setting as X-Men Evolution, set in the same universe of my X-Men Evolution fic. May not be able update that regularly, but hey, some of the best stories have long update waits. Remember I don't have a Beta reader so there will be mistakes, just bare with me.

I know that a lot of people read these kind of Spider-Man retelling stories, so you're probably wondering: What's so special about this one? Well, nothing really, its kinda long, I guess. But, its also the only one I've seen in a while with MJ as the main girl. I'm not sure why, but Gwen's popularity seems to have risen a lot recently, must by Spectacular Spider-Man.

I will take _minor_ creative control here and there, such as some personality tweaks to fit with modern teenaged personalities or updates of their previous ones to modern standards, and character relationship changes for the sake of making characters who never interacted before actually have a connection. Such as Kenny and Randy being pals and Hobie Brown being a kid at Peter's school. Also, a number things will be twisted around, as I'm modelling it all out of a combo of 616 Spidey (Namely most villain origins, Character names and histories, Radioactive blood), Ultimate Spidey (high school setting), Movie verse Spidey (A number of character designs (Which will be posted on Deviant art along with other things once I can get Draw Plus back) and some scenes will be modelled after ones in the movie), The new Spidey movie (Costume design), and Spectacular Spidey (Tone and style, thought more teenaged oriented) and even some Danny Phantom thrown in because it has so many parallels to my idea so I figured I'd incorporate other things.

Tone wise, its a T rated universe, with minor language (With the bad words being censored for the sake of staying there, with exception), and more teenaged themes. There's going to be fights, drama, humour, and just about every other genre I can. Also, New Jersey will get a lot of jokes thrown its way in certain chapters, but that's because this is based in New York, and from what I've gathered, New Yorkers aren't the biggest fans of Joisey.

Also remember, I put a lot of detail into writing, and tend to store an entire adventure into one chapter. So essentially, the chapters will be LONG. For example, this first chapter itself is over TEN THOUSAND words long. Why? Its a habit. I tend to read when its late as a way to exhaust myself into sleep, since I've had trouble sleeping for as long as I can remember. As such, I like to read long stories with long chapters since the longer the chapter, the more time it takes for me to read. While I know others do not do the same, I still see this as something you can read when tired, one chapter at a time.

...

*SMACK!* A Man in a green Kevlar costume punches the camera, wearing a mask covering his hole face with large eye holes, metal boots, with thicker armour on his chest and mouth. His hands are unusually big, Along with a long, metal plated tail with a Carbonadium tipped blade. He is seen punching the Camera.

*Crack!* One green fist punches a young boy, barely half way into his teens, while another holds him up. The boy wears a red and blue spandex suit, covering every square inch of his body. A red mask with an upside down triangle shaped strip on his chest coming from his shoulders going to his belt, along with red gloves and boots. Everything else is blue, with the red parts are decorated with webs with a black spider on his chest and another on his white coloured belt, with a flap of 'webbing' attached to his arms joining to his torso, with black lines joining the tips of the red parts to each other. He has blue gauntlet-like bracelets on his arm, covering from the wrist to half his forearm. They have a red spider painted on the top with the lower side holding a glass case with 5 white balls, along with a plastic trigger attached to his palm. On the mask is two yellow Triangle shaped lenses decorated like demonic eyes, made out of plastic that allows him to see from the inside, but not from the outside.

*POW!* The Green costume wearing man holds the barely conscious teenager up in the air and hits him again.

*Crunch!* A girl, about the same age as the boy, with red hair about neck long with her bangs covering one eye and wearing a short black t-shirt and jeans, watches terrified, whispering 'no' to herself.

A crowd watches this beat down. A cop tries to fire at the two costumed men but the larger one literally catches it; a large trucker tries to hit him with a wooden chair, but he dodges and kicks him without even looking; and lastly someone tries to stab him with a sharp piece of wood but he slashes them with his tail.

'_**My Name is Peter Parker'**_

_I'm not one for monologing, but at a time like this you start to think, How the Crackers did I end up like this? An Axe Crazy dude with giant hands and a frikkin' tail is whaling on me while I wear this ridiculous costume, with a crowd watching, including one of my best friends. Other than the tail, the costumes, and the giant hands, this is actually very similar to what used to happen all the time, until Six months ago._

_When I was born my parents worked for some Government think tank or a military organisation or something, my dad was a scientist and my mom was a soldier, you can tell who wore the pants from that can't you? Anyhow, they both died, along with seven other people, in a plane crash or something when I was two. This man, with grey hair and an Eye patch, took me to my aunt and uncle in Queens to live with them. _

_When I was Seven I met a guy named Eugene 'Flash' Thompson, originally we were friends... Until Middle school. Its at that time where everyone branches off into their cliques. Eugene became a Jock, a bully, a prick. I became an Outcast. I was brainy, weak, listened to Punk, and had no friends. Luckily, I wasn't the only outcast. After the first two months of Middle School I met a boy named Harry Osborn, the son of Rich, scientist and weapon designer, as well as owner of the coolest building I've never been kicked out of, Norman Osborn. Apparently Harry's mom Died after he was born, and his dad didn't take it well and pretty much gave Harry total freedom, in exchange for not ever paying attention to him, ever._

A young teenager, about 13, with brown hair that parts to the side, wearing big glasses, a brown shirt with baggy jeans and white sneakers, is pinned against several green lockers by a much larger student with blond hair, and a blue letterman jacket. The smaller boy's lip is bleeding, his glasses broken, and has a fist in front of his face.

"So I'm ghonna say this again Puny Parker, What is the answer to question 3?" The larger boy threatens.

"Do you honestly not know the answer? The question's what 34 times 2? You don't even have to carry any numbers, and you don't need to do any hard work, what are you doing in class?" He gets hit again.

"Better watch that mouth of yours, before I make you."

"C'mon Flash, leave Petey alone, we need to go home." a brown haired cheerleader tells the larger student, Eugene Thompson, nicknamed Flash, supposedly for his speed.

_That was Liz Allan, she used to be my friend too, until Middle school. So did Kenny 'Kong' McFarlane, Sally Avril, and just about anyone who treats me worse than bubcas now. Though Liz, to be honest, is actually rather nice to me compared to the others, she just tends to be shallow when with her friends. In fact, Her and Harry become really good friends if you skip a few paragraphs._

"Hey Pete, y-you Ok?" Asks a brown haired boy, slightly taller than Peter, wearing a white sleeveless shirt, tucked into his underwear with blue tracksuit pants over, along with Gold chains. "Need a ride?"

"Well My bike's been stolen and I left my skateboard at home, so yeah I could use a ride."

_That's Harry Osborn, my best friend, the rich kid I told you about._

The ride, a royce, pulls over at a house in Queens. Peter exits the car, thanks his friend, and walks in. He cleaned up his face before the ride and puts on his spare glasses before entering the house, to be greeted by two elderly people, one a large man with white hair and a smaller woman, also with white hair. His Uncle Ben and Aunt May. "Peter, you're almost late. Anna Watson from next door is eating over here tonight, her niece Mary Jane is coming too."

"Great, Miss Wonderful personality."

_Until this day I'd never once met Mary Jane before, but I had a feeling that Aunt May wanted me to meet her. But, she always described her with 'Wonderful personality', never once mentioned what she looked like. I guess I assumed that she wouldn't be someone I'd like, a little shallow really, but..._

"Oh Pete, I think someone's at the door." Uncle Ben tells him, pointing to the door behind him as he carries a large box into the backyard. "Mind getting it, I'm a little busy."

Peter turns back to the door, looking through the peephole to see who knocked, unable to see who it was.

On the outside, a girl about the same age as Peter was standing there, listening to an MP3 player, singing along to some song by a band called 'Spyder Eyes', while wearing a black shirt that reads this band's name on the back with two white triangles, shaped like evil eyes, on the front and a pair of baggy, dark blue, loose fitting jeans. "...Yeah..." she sings, just as the door opens without her noticing. "...Face it Tiger, you just hit the Jackpot." She sings, accidentally saying it to Peter as she turns around. "Oh, sorry, I'm Mary Jane."

Peter pauses, he didn't expect the person to look like her, he was expecting something, well, different.

"So, Can I come in?" She asks, Peter merely stutters. "Dude, Are you ok?"

"Em, er, Yeah, I'm fine, er, come on in." He moves out of the way awkwardly, as she raises an eyebrow and enters slowly, with a slightly amused smile on her face.

_And from there I became friends with MJ, which is what I began calling her, invited her to Harry's birthday party, and showed her around school._

"So what's this Harry guy like?" She asks, following the slightly taller nerdy looking boy around.

"I'm sure you'd like him, he's a great guy, occasionally you can't understand what he says though." He tells her as they enter the elevator in his home to get to the pent house, where he lives.

"Why? He got a lisp or something?" Mary Jane looks at him, as the elevator opens to the pent house, and Harry Osborn greets them.

"Pete my man, how's my brother from another mother doing? Just chilling? Who's your lady friend, she looks smoking."

"Oh, now I understand. Well, I don't understand him but I get what you're, nevermind. Hi, I'm Mary Jane, just call me MJ."

"Hey, Harry Osborn, my birthday party." He tells her, shaking her hand.

"Party? Oh are we the first here?" She asks, confused by the lack of people.

"No, just, don't usually get a crowd here at my parties. Flash and his friends usually show up when it's nearly over, eat all the food, trash the place, occasionally flush my head down my own toilet."

"Hehe, so let me guess, he's like, a jock or something?"

"Yeah, big one too." Pete replies. "So, should we do what we usually do at our-too-small-to-call-a-party-get-togethers?" Pete asks.

"So, what do you do at your too-small-to-call-a-party-get-togethers?" MJ asks.

"Watch bad movies and play video games." They reply.

"Huh, sounds fun, I think I'll like it here." MJ tells them, as they sit down in a sofa to watch the large TV.

_The Next day, Tuesday, was eventful. It being Mary Jane's first day at Midtown Middle School is probably why._

"So, I've got math, Science, and English." MJ reads aloud from her Time table. "Then Gym, and lastly home room, that the same as you guys?"

"Pretty much, our class has all the same classes, it's supposed to teach team bonding, but doesn't really work." Peter tells the new girl.

"Why?" She asks.

"Two words." Harry begins to say, until a pair of hands grabs him from behind, pulling him back and shoving him into a trashcan. "Flash, and Thompson."

"Dude that was awesome! He totally didn't see it coming!" Flash says happily to two of his friends. "What's the matter rich boy? The can not good enough for you?"

"Hey, Flash, j-ju-just leave him alone." Pete tells him, nervously trying to get in between his friend and his bully.

"Oh, looks like somebody wants to play super hero." Flash taunts, pushing Peter back and forcing him into the trashcan as well, both him and Harry now stuck inside.

"Hey leave him alone!" MJ shouts, trying to push the larger kid back while trying to stand as high as possible, but still two heads shorter than Flash though.

"Who's this?" Flash asks with a smirk.

"My Name's Mary Jane, and those are my friends you just put in that trash can."

"Wow, mouthy aren't ya?" Flash comments. "Stay out of this new girl."

"No, if you're going to pick on my friends in front of me, you'll have to go through me, or are you too scared to hit a girl?" She retorts, smirking.

"Meh, Nerd's a nerd." He mutters, pushing her into the trash can too.

"Hey, what are you…"

"I'll have to add you to the list of nerds to mess with, May Jany."

"It's Mary Jane!"

"Right, what ever, short red head with the rocker chick look, I'll remember that." He yells, walking away.

"Well, this is embarrassing." Pete says.

"And stinks." Harry, being crushed underneath these two, comments.

"And extremely uncomfortable." MJ adds while fidgeting around. "What gives? I'm a girl, he can't do this to me…"

"Technically, you said hit, most of the stuff Flash does isn't technically hitting, it's just being a jerk." Pete says.

"Yeah, with the exception of beatings and a few other things Flash doesn't discriminate against girls. The only difference is he might ask you out after shoving you into lockers. Just look at Debra Whitman or Jessica Jones, he's still a jerk to them." Harry explains.

"Look on the bright side...Ok, _imagine_ that there's a bright side, and think about that."

"Oh, this is ghonna suck." She muses to herself.

"Worst part, the smell of the trashcan doesn't go away until you take a shower, and it's unbelievably hard to get out of."

"Oh, this is _really_ ghonna suck."

_Life continued like that for a while, until I turned 15. About a few months before the end of school the school took the class to OScorp, the company Harry's dad owns. Its really cool, like, almost as cutting edge as Stark Industries. If you merged the two together, it'd probably make a time machine. OScorp's a technological advancement company, with contracts with the government and military to create weapons, armour, and drugs. I think that's what the spiders were for..._

A School bus drives past Queens, stopping at a bus stop as Mary Jane, now 15, gets onto it, sitting next to Harry.

"Hey! Stop the bus!" Shouts Peter, now 15, as he runs after it just as it leaves.

"Hey look at Parker!" Shouts a fat bald kid looking out the window while snacking on a large sandwich. other kids look out the window, laughing at him.

"Hey stop it!" Mary Jane shouts to the bus Driver, trying to make him stop.

"Yeah let him on!" Harry adds, both getting up to try and stop the driver from leaving him, no luck in that as the driver is just as amused as the kids.

_Adults suck._

"Please Stop!" Peter Shouts out, trying to grab the side of the bus while running, Physical Ed not being his strong point, the bus Driver is purposely driving slow enough for him to catch up but fast enough for him to not be able to get on.

"Hey watch this." Comments a blond haired girl, as she pours her drink out of the window, splatting all over his face and making the kids go nuts.

"Awesome Sally, look at the little bookworm." Comments Flash.

"Please stop!" He shouts again.

"Hey If you don't stop I'll call my dad, sue you, get you fired and banned from getting any other job ever." Harry tells the driver, making him look back at him, before sighing.

"Fine." The driver mutters to himself, stopping slowly while pulling over. Peter stops running as he stands next to it, taking a quick second to wipe the drink off of his face, walking to the entrance of the bus. As he's about to step in, the door swings open, hitting his shoulder. He stumbles back, mutters a sorry to the driver for being late, and walking towards his now sitting friends.

_I could say that the story is a happy little tale, but, you've read the last part, you know that isn't going to be true. This is more of a sad, weird, yet oddly cheesy little tale with a number of plot holes and scientific mistakes that make no sense, but that's just the way things are. After all, what would be the point of reading this if you cared about things like that? It's not like there isn't a story ever written that didn't have a plot hole or mistake. So to tell you the truth, my story isn't for the faint of heart, its for all those people who like to read stories about guys like me, and laugh at my sucky life._

Peter walks down the bus, trying to get to his seat next to Harry and MJ, as he walks past the blond haired girl who through a drink at him, a pair of hands grip the sides of his jeans, pulling down to make him fall the floor. The bus erupts in laughter at his exposed tighty whities as he lays on the floor, realizing what just happened.

"Pathetic Parker." One kid tells him.

"What a dork." Another kid says to himself.

_Teenager's suck._

Peter pulls up his pants, pulling himself upwards and walking to sit next to Harry with Mary Jane sat in front, turning around to face them.

"Aren't you taking your limo Harry?" Peter asks his friend.

"Can't, dad took it to work, so I'm sticking with you guys."

"Oh, so if you can't ride in your limo you'll have to put up with us commoners?" Mary Jane jokes as the bus starts to leave.

"Yeah basically." He replies.

...

The bus arrives at OScorp, where for about 3 hours, the students spend walking around, listening to tour guides, with only Peter really paying any attention.

"...when these spiders do bite a human they produce a retrovirus, something which we have modified with exposure to a beam of radiation. Normally this Retrovirus would cause a minor mutation. However, by modifying it we have created three new species, one which causes the retrovirus to produce a powerful performance enhancer, another which produces a highly toxic chemical, and lastly, the control spiders which have nothing. Each group contains approximately twenty spiders. The reason for their development is for two reasons, to recreate the Super Soldier process that created Captain America, and to release the deadly spiders into enemy territory..." Explains one of the tour guides.

"Wait, isn't that, like, kinda mean or something?" asks Liz Allan.

"You're actually paying attention?" Questions Flash.

"I need to pass my next science test; not paying attention isn't an option right now."

"Well to answer your question let me ask another question." The tour guide states. "Is it not right to use whatever means necessary to fight terrorism? If they can blow up buildings then why can't we weaponize spiders?"

"Well I..."

"Exactly, now, if you'd all follow me we'll take a look at our AIDS cure research and other new drugs we're currently testing." The tour guide, not giving her time to reply, walks them towards a glass window where several men wearing Hazmat suits mess with several chemicals.

...

In a room somewhere in the lab, the owner of the company, Norman Osborn, the spitting image of his son with the only difference being size and style, argues with a short and stubby brown haired employee, Mac Gargan, who notably possesses a vestigial tail, something he's had since birth and has been a constant source for jokes at his expense.

"But sir, are you sure this is the best of ideas, I mean, these are just kids. One of which is your own son."

"Well, let's hope he doesn't get bit by the wrong spider then. No one is willing to test them and we need proof that they work. So what if we get a few lawsuits, I have the best lawyers money can buy and I'm the tenth richest man in the world, I can afford this."

"But sir, these are innocent human lives, why would you want to kill a bunch of teenagers just so you can test a million dollar project?"

"You just answered your own question. Now do it, or your tailed ass is fired." Norman leaves after handing Mac a crowbar, who sighs from tiredness and moral conflict, before resigning himself to do Norman's dirty work.

He cracks open a crate marked 'Control', then another marked 'Group 2', and a last one marked 'Group 1'. Inside, not twenty but thousands of spiders crawl around, before exiting the crate and covering the floor, some even crawl onto Gargan but he crushes as many as he can, until one does successfully bite him. Each spider has a specific colour to determine the type. Control spiders look normal, the first group has a red mark on blue skin on its back while the second group has a blue mark on red skin.

After being bitten he passes out, allowing the other spiders to escape and crawl away, one biting a light red haired student who witnessed the events, and escape into the ventilation ducts.

...

As the tour guide explains how their research works, Peter takes pictures for the school paper while absorbing as much information as the human brain can, MJ counts how many people are in the room, Harry takes note of the boring tour guide's nametag so he can get them fired later for being so damn boring, while other students either phase in and out, not pay any attention at all, or ridicule those who are paying attention. Unknown to Peter, who is currently standing directly underneath a vent, a spider, a small blue spider with a red mark on its back, descends slowly from its web down to him, climbing onto his back and slowly crawling to his neck. He starts to feel a weird, itchy sensation as it walks over his skin, but as he reaches his hand over to scratch it, it bites him. Pain, lots of pain, takes over his body's senses as he reacts to it. Not as simple as just a little nibble, but it actually draws blood, while also releasing large amounts of a retrovirus into his system.

He collapses in pain screaming, getting the attention of the other students. At first Flash laughs, until a spider lands on him, making him scream and hit it off, slowly, spiders start falling from the vents, pouring over the students, who all react with fear. Several are bitten nearly instantly, while others drag them away. Teachers, lab techs, and other adult workers at the company divert everyone out of the building and into the parking lot.

"Peter? Peter?" Mary Jane calls out, having been separated from Peter with Harry.

"Whoa, Parker are you all right?" Asks the larger fat kid from the bus, trying to help him up.

"Kenny?" he asks, drifting in and out of consciousness. The larger kid lifts him up onto his shoulder, carrying him out until he reaches the other two teenagers.

"Get on." He tells the two, who just look at him confused.

"Kenny we can walk…" Mary Jane starts to tell him.

"Get on!" He shouts, picking them both up and carrying them all over his shoulder.

"This is, Embarrassing." Harry says.

"Hey, at least you don't have your face right next to Kenny Kong's ass- No offense Kenny."

"None taken little red headed chick."

Peter tries to stay awake, but he can't help but black out.

...

He wakes up in a hospital ward, also containing other students bitten. Approximately 2 thirds were all awake or were waking up, another third were in Critical condition attached to life support. Over the course of the following two months the life support children begin to change wards livers start to fail, while one half of the rest of the children experience bizarre changes. Of course, with children developing strange abilities and others dying, SHIELD has to come in for an investigation.

"...What does the letters say here?" Asks a SHIELD scientist to a child while holding a piece of plastic with several letters of varying size, like at the opticians, while pointing to an incredibly small letter that its practically invisible.

"Er, 'a'?"

"Actually its a 'N'." He turns to another scientist. "This one's fine."

"What do you see here?" Another scientist asks another child, this time a brown haired girl.

"B."

"Yeah, how about this one?" He begins pointing to different letters, all of which she gets, before turning to another scientist. "She can see them." The other scientist opens his eyes wider, before calling several other scientists, who escort the girl out of the ward.

"What do you see here, Mr. Parker?" Asks a scientist to the bed ridden Peter.

"Er, I can't see it, at All. If I had to guess, a D?" The scientist shakes his head. As other kids are interviewed, they determine who was bitten by the control spiders, and who wasn't. "Just as a last question, can you describe the spider that bit you?"

"Er, Black."

"Any colour on its back? Like a red or blue?"

"Sorry, I didn't really see it, I'm pretty sure it was all solid black."

_Unknown to me, it wasn't._

...

As the October of his sophmore year starts, Peter is blissfully unaware of his brewing powers. Slowly the retrovirus in his system starts to alter his cells, pushing the genetic material from the spider into his own, but not as fast as everyone else's did.

Without him even noticing, his brain's activity slowly starts to speed up, making the world slower to him. Everything moves slower, from the birds, the wind, the people, the clock, everything gets slower. Which, is both good, he can answer tests quicker because he thinks of the answers quicker, and bad, as he still has to spend ages for everyone else to finish which takes forever for him. His eyesight improves. As does his hearing, taste, smell, touch, everything. Everything starts to slowly max out.

_To think, my entire brain capacity was getting faster and faster, but I didn't even notice, I had no idea what was going on._

One day during the first week of October, he finally notices something is up. Waking up to the sound of a ringing alarm clock, he reaches for his glasses, putting them on while getting up. He looks and realizes how weird everything looks, taking them off to see everything clearer. On, off, on, off, trying to see how different it is.

"Peter, are you Ok?" Calls an old woman, His Aunt May, from the kitchen.

"Yeah, fine Aunt May, better than fine." He shouts back.

He changes his clothes, and just as he's changing his shirt he notices himself in the mirror. His muscles are now more toned. He hasn't noticed it before but he's beefed up somehow. Must be the new breakfast cereal. He stands up, stretching, noticing how unusually flexible his joints are, as if he's became doubled jointed in every joint. He looks at his hands, stretching every finger out, closing one finger into a curve to see that each other finger stays where it is instead of bending a little like normal. This is some great cereal.

He keeps looking at himself in the mirror, unable to see how he got so much stronger. However, another sight gets his attention from the window. Mary Jane is getting ready too, he watches her discretely, a little embarrassed as she slips on her shirt and jeans.

'Damn Peter, stop Peeping on your neighbour and one of your best friends. Its weird and creepy.' He thinks to himself, punching his own arm, before realizing how much that actually hurt. 'Son of a b-'

He runs down to the Kitchen, running so fast he actually runs partially on the wall.

"Geese Pete, what's got into you?" Asks his elderly uncle.

"Just feel great today." He replies, taking an Apple from a small fruit basket on the table.

"Well, I hope you keep that feeling." His Aunt tells him, handing him a bagged lunch and a 5 dollar note in case he needs it.

"Yeah, cause remember, we're painting this kitchen tonight." His uncle reminds him. "You running up those walls is ghonna make it a lot easier."

"Don't worry, I'll be here." He reassures him. Just as a knock on the door is heard. "That's my ride, Seeya Uncle Ben."

"Seeya Slugger."

"Bye Aunt May." He waves before running to the door.

"'Bye Peter, Have a good day." She calls back as he leaves the house. The two look at each other with bemusement.

"Kid's sure in a happy mood." His uncle sums up.

Outside waits a Rolls Royce. The door open as Harry waits inside as Peter and MJ both leave their houses, both stopping to wave to the elderly Aunt they live with. The enter at the same time, MJ taking a second to jab him in the arm.

"What was that for?"

"You know what it was for, I can see out of windows too you know." She replies.

"Sorry."

"Nice eyes, Blue, never noticed before." She tells him, before laughing a little at her own weirdness. "Contacts?"

"No, just, didn't need the glasses today, eyesight feels great today."

...

Later that day, In between two lessons at Midtown High, Flash Thompson talks to his on-again off-again girlfriend Liz Allan. This time someone is holding the switch of their relationship, ready to flip off.

"Hey I said I was sorry, its not a big deal! The officer even said so!" Flash tries to tell the brunette cheerleader, who is just packing her locker angrily.

"It's not a big deal? My parents grounded me because of your little idea! And what were you even thinking? God, sometimes, I wonder why I even dated you in the first place." She yells at him, storming away.

"Come on Liz, what if I get you something to drink from the canteen?"

"The canteen's free! Your such an airheaded jerk." As she turns back to shout at him, she slips off her bracelet, inscribed on it 'Flash + Liz', before throwing it into the trashcan.

"Hey you know how much I paid for that!" He shouts angry.

"It's fake gold Flash, not a lot." She adds. "I'm sure plenty of guys around here would be willing to pay for something more than fake gold." She tells him before walking away, seeing Harry in the distance. "Oh, Hey Harry, Mind walking me to class?" She tells the rich boy, hooking her arm around his, much to his own happiness.

"You know what, forget it." He punches the locker next to him, walking down the halls and bumping into two other jocks, Kenny 'Kong' McFarlane, who has been hailed a hero recently for saving Peter and his friends, and the other being a tall, dark skinned boy of equal age, thought slimmer in build and about Flash's height.

"What just happened with you and Liz?" asks Kenny, munching on a sandwich.

"Oh, she just went all Psycho on me, ended it."

"Really, 'cause it looks to me like you were the one who went psycho." Comments the other boy in an unusually deep voice.

"What you saying Randy?" Flash questions with an aggravated look, staring at the other teenager.

"I'm just saying it looked to me like she was the one who dumped you. And your fake gold."

"Well then get your eyes checked Robertson. That aint what happened. Guess I need a new girlfriend now then."

"What about Glory Grant?" Asks Kenny.

"Nah, she seems more your type." Flash replies.

"How about that Carlie Chick?" Randy suggests.

"Who? Cooper? Nah, she's just really dull and boring. And she changes the way she looks all the time. I'm not even sure what colour her skin even is."

"Right, totally not shallow are you Flash?" Randy snarks.

"What about that girl with the big ass, you know, that one whose older brother's a cop." Suggests Kenny.

"See you just answered why I wouldn't go out with her. Why would I go out with a girl whose older brother is a COP?"

"Why? Your dad's a cop."

"Yeah, I have nothing against cops, I just don't want one planting drugs in my locker because I got a leg over."

"Yeah after all, you already have enough drugs in your locker, why would you want any more?" Randy jokes.

"What about that girl?" Kenny points to a girl leaning over in her locker, as he checks her out.

"Sure I'll bite." Flash says, not recognising the girl from this point of view.

Mary Jane fiddles around inside her locker, looking for her history text book. As she's just about to pick it up, she feels a hand hit the back of her, well, backside.

Instinctively she stands up straight and turning around, coming face to face with the one who just touched her.

"Hey, now I recognise you, your that, what's her name, the red haired chick or something."

"My names Mary Jane, I've been here since middle school. You tripped me down the stairs just two minutes ago remember?"

"Right, right, so, any way, I was thinking, do you wanna go to that Real Ultimate Pro Wrestling match next weekend? I can get tickets real easy."

"Gee, I'd love to go watch a bunch of sweaty half dressed guys on steroids smacking the crap out of each other with a guy who just last week pored a strawberry Sunday down my favourite jeans, but I think I'll pass."

"Come on Mandy Jay-"

"Mary Jane."

"Nearly right, But come on, you can resist this face." He turns slightly to the corner, smirking narcissistically.

"Yeah, the only thing I can't resist more is the urge to drop a text book on your foot and kick you in the shin." As she says this, she goes ahead and drops the history book in her hand onto his foot.

Meanwhile, Peter walks down the hall, beginning to realize how slow everything is. He turns his head slightly, before sensing movement down the hall. He senses a paper aeroplane fly from the hand of student Mark Allan. He senses a paper ball hit Debra Whitman in the back of the head. He senses the drops of water as they fall from Max Dillon's clothes after Flash shoved him into the showers in the locker room two minutes ago. He senses a fly land on the back of some kids shirt. He senses a book fall to the floor, hitting someone's foot as another foot kicks the shin.

"Jesus." He hears a boy shout, apparently he's the only one who heard it.

Peter runs to the source of the commotion, seeing one of his best friends squaring down Flash Thompson.

_For as long as I knew MJ she never let Flash get away with his attitude, she'd talk back, snark, pull pranks, or just crack jokes or actually hit him._

"Why you little bit…"

"What you ghonna do? Hit me?" She kicks her locker closed with the back of her foot, smirking as he just glares angrily. Noticing Pete in the corner of her eye, she picks up her back pack and skips over to him, hooking arms with him to tell him to walk with her.

"Crazy bitch." Flash mutters to himself, picking up her dropped history book, throwing it at her head.

As if he's psychic, Peter instantly notices it coming at them. Instinctively, he pushes MJ to the side, the book flying in between them. With his left arm he grabs her arm so she doesn't go flying into a wall, with the other he catches the book, before pulling her inwards to catch her with his other arm in an embrace so she can regain her balance.

"That was, odd." She says to herself, before laughing at Peter's weirded out face. "My hero." She jokingly calls him, pecking his cheek and standing by her own feet, before leading him away. "Looks like I won't be borrowing your text book."

_I couldn't help but feel weirded out the whole time, like something was up. Especially in class, I could feel everything, like it was a part of me. I could feel every tap on the table. I could feel every movement by the kids. I could feel which way they were looking. I can't really describe it, like every motion was screaming out at me. I could even feel the lice crawling around in Kenny's body hair. Ew, Kenny's body hair, not something I want to think about._

At the end of the class, MJ has practically fallen asleep on his side. He has to nudge her awake to make her get up.

"Huh? Class over?" She asks, stretching.

"Yep, Come on, Canteen closes in half hour." Harry tells them, as they pack up their work and head out.

"Wait, almost forgot my back pack." MJ says, walking back into the class room to pick it up. She looks behind her desk to see it not there. She looks up to see it hanging in front of her... With Flash Thompson holding it. "Ok, Cute." She says sarcastically. "Hand it over."

"Make me." He pulls it back when she tries to grab it, holding it above her head, before throwing it to Kenny, who throws it back when she runs towards him.

From outside, Peter can almost sense it happening. "I-I'm ghonna go see what's taking her so long." He tells Harry, stepping back a little.

"Kay, I'll come with." Harry responds, following him.

They walk back to the class, seeing, almost disgusted in, Flash's antics.

"Give it back now!" She jumps up, only for him to pull it away, pecking her on the cheek, which just makes her more angry.

"Kenny Go long!" He throws the back pack to Kenny, only for a slimmer, smaller hand to catch it.

"Way to ruin our fun Puny Parker." Flash yells, as Peter hands MJ back her backpack.

"Thanks." She tells him, as they turn away to leave the class room.

"Frikkin' 'tards." Flash mutters, throwing a book at the back of their heads. Sensing it, Peter, acting on instincts, catches it and throws it back, hitting him square in the face.

"What the hell!" Flash yells, as Kenny, Harry, and MJ look at Flash's now bleeding and possibly broken nose. Peter however, is distracted in how he did that. "You £^&ing freak!" Flash moves, going over to Peter to try and hit him. He swings at him, but to Peter it takes a minute to move, giving him time to react and dodge. He throws more punches, but Peter keeps dodging, each time Peter sees it slower.

The last time he tries to punch, Peter jumps back, unintentionally back flipping out of the way, clinging onto a door frame with one hand. Flash steps back as Peter allows himself to let go of the doorframe, falling to his feet. Flash charges at him again, trying to hit him one last time. Only For Peter, still doing it by reflex, to dodge again and punche him back, hitting his face with enough force to hurl him to the other side of the room, smashing his face into a window, shattering it all outside.

Of course, the commotion gathered enough attention to get a small crowd to form around the door, watching Flash getting his ass kicked by 'Puny Parker' who took him out in one hit.

"Pete, That was awesome!" Harry tells him.

"What the hell?" Kenny questions, scratching his head.

"Go Petey!" Liz Allan cheers.

"We're free! Flash has been defeated!" Hobie Brown shouts.

"That. Was. Just. Wow." Jessica Jones mumbles.

"Peter you are a freak." Sally Avril tells him coldly, disgusted and shocked.

"Peter…" Mary Jane says quietly and slowly, amazed completely at his defeat of the larger teen.

Mumbling something to himself, Peter runs away, forgetting they have at least three other lessons today.

...

Peter, still freaked, walks home in a hurry, having left his last few lessons to clear his head and think about what happened.

_I was totally weirded out, I mean, I took out Flash Thompson, FLASH THOMPSON, with one punch, and a book to the face beforehand but that didn't do anything to him, other than bust his nose open, and possibly break it but I don't think that really matters. Well it does, but I'm sure I- I'm going to stop now. I was so caught up in thought, I totally didn't notice the car come charging at me._

"Kid look out!" A voice yells. Peter, not even hearing it, keeps walking as if nothing's happened, when suddenly everything slows down again. His senses scream at him. The movements, every movement, all yell to him. And the speeding car with no driver inside is the loudest. Jumping back, Peter leaps over the car backwards, flipping in the air and landing onto the side of the wall. The side of the wall, he's stuck.

"What the hell?" Peter, the man who shouted him, and two other people all say in union as he sticks to the wall. Peter pulls his hand away, seeing all over the skin is tiny spikes, hair like spikes, like those on a spider. Focusing on them, they slowly slide back into his skin. Thinking about them again, they slide back out. Turning back to the wall, he pulls and clings his hands into the wall, pulling himself up, unable to get the grip of his feet to stick. He kicks his shoes off, allowing the spikes on his toes to stick out of his socks, and climbs up the wall quickly. Getting to the top, he looks around, amazed at how high he is.

"This, is, epic. But how, when did I become a human spider- The field trip, that's it! Those special drug making spiders, they must have mutated my DNA, This is awesome!" He runs off the building, landing on a smaller building next to it. He keeps running. "This must be what Alex Mercer feels like, only not all icky and virusy." Pete comments to himself, "Huh, now I'm talking like Buffy."

He leaps over a road, but misses the building, falling down the side. He clings onto the edge of a window, pulling himself up with enough strength to hurl himself like a baseball into the air, flipping again, and finally landing on the edge. "Now, where are my shoes?" He asks himself, realizing he should get home. Completely forgetting about the Runaway car his newly discovered powers could help stop.

...

"God, this hurts like hell." Flash mutters to the school nurse, as she places a bandage around his head.

How did he get sent to the nurses office? Him, of all people? He's Flash F'ing Thompson, he doesn't get sent to the nurse. Only losers and wimps get sent to the nurse's office.

"I'm sorry, they might be a little too tight. So, mind telling me what happened Mr..."

"Oh, Th-"

Wait, he can't tell her his name. She'll put it on his permenant record that he got sent to her office after a fight that he lost. When he's getting a scollership interview to join a college football team they'll look at that and read 'Was hurt in a fight against another student' and they'll think he's some pencil necked geek who loses fights. He can't let them think that.

"Er, Parker, Pu-Peter Parker."

"Oh, so mind telling me what happened, Peter Parker?"

...

Peter gets home, too late to help his Uncle Ben with the painting he was supposed to do. He enters his house, realizing the lights are turned off. Walking to the kitchen, he finds a note on the fridge saying 'A little late aint ya? Dinner's inside the fridge. Your Aunt May and I are at a PTA meeting, should be back in a few hours.' He laughs at his Uncle Ben's ability to transcend his personality onto sticky notes, before opening the fridge to eat.

Once done, he decides to look around the basement. Since Peter was little, he's always been amazed at his father's inventions, but never understood how they worked. Aunt May wouldn't normally let him look at them for too long, being worried about his safety. But, usually he'd be at Harry's, studying or trying to tutor him when they're at PTA meetings, so he doesn't usually have time to look around her. Luckily, he didn't this time, and finally has time to look around at them.

Opening a box that reads 'Rejects from work', he looks at the first thing: A small handle looking device, like the base of a gun. Before he couldn't tell what it is or how to worked, but his increased thought speed has given him tons of ideas on what it might be, and more importantly, how to turn it on. Messing with it, he ends up activating it, making a small light beep three times.

'Yes, it works! Now what does it…'

Then it explodes into a bright ray of light, making him fall backwards.

'Oh, it explodes, no wonder it was rejected.' Getting to his feet, he cleans his shoulders and starts to look at other things. A magnetic gun that acts as a grappling gun, a taser that fires balls of electricity, but more noticeably, his father's 'bracelets'. Pete never understood this. They seemed to work fine, but they didn't do anything, just make a click and then a hissing sound. What he never tried to do was open one up and see what it was supposed to do.

The bracelet, about fifteen to twenty centre metres long, attaches to the wrist and heading down the arm. A small pressure trigger attaches to the palm that registers pressure in the centre if the hand, specifically if the two middle fingers push into it. Too much, such as from all four fingers, or too little, from just one finger, is ignored. Now if only he knew what it did.

Opening one up, he looks inside and sees that there appears to be space for something, a small tube, about 8 centre metres long. It looks like it has some strange stain, some kind of glue.

'Of course! It dispenses adhesives! Or to say it without sounding like a massive dork, it fires glue. There must be some kind of formula in here or something… Ha!' He pulls out of the box a collection of papers, look through each one quickly, he finds the one that describes how to make 'projectile adhesive mix'.

'SHIELD wanted us to make a device that would allow quick and easy detaining of possible suspects. Guns are being questioned on their usefulness when suspects are needed alive.' Peter reads the notes above. "Huh, this must be before tasers were around." He keeps reading, finding interesting facts.

'This Projectile adhesive is designed to toughen and harden when in oxygen, and is easy and cheap to make. In fact, the formula I designed using random thingies around the kitchen.'

"Huh, Thingies. Even Dad spoke like Buffy."

'The shooters work fine, the problem is that the trigger, if held onto, will cause the adhesive to stretch and stick, becoming a line of glue. When it hardens, the objects its stuck to will become stuck, while becoming a strong rope. From my experiments it's proportunatly as strong as steel. However, SHIELD believed this wasn't very useful, so Colonel Fury requested I work on something else. Currently, I've been working on stun rifles that shoot out beams of nerve pulses, paralysing people. I personally think it's too brutal, but Fury thinks it's better than glue, especially since the mixture I created dissolves and breaks down after an hour, and is apparently very tasty to pigeons.'

"Huh, I'll see if this works." Peter goes back upstairs, takes out a bowl, the listed ingredients, and tools to mix it. "Ingredients: Sulphur, Carbon, animal fat, and baking soda. I can get Carbon from those carbon pencils, baking soda's under the sink, Animal fat, I think there's some in the fridge from what Uncle Ben cuts from his meat. And Sulphur, I think I still have those sulphur based stink bombs Mary Jane gave me to look after." Peter says aloud, before remembering the time his friend made Flash Thompson reek of rotten Eggs for two and half weeks.

Gathering the ingredients, he mixes it together, before reading the next part of the instructions.

"Mix together and then bake in a microwave for 11 minutes. This will make it form into the storage state." He doesn't know what his dad meant by Storage state, but never the less does at it say's. After 11 minutes of waiting, he opens the microwave to see the mixture has formed into several, small, Mento looking pills. "Is this, It?" He looks at one of the green coloured pills, cracking it open with his fingers, causing it to explode into a large cocoon of glue over his arms, face, and body, sticking him to a wall. "I hope the hour wait for it to break down goes fast."

...

Having cleared up and escaped the cocoon, Peter re looks over the formula., 'Note: Colour can be changed using food colouring.'

Having remade it with white food colouring, turning it into a white colour, simply because 'White won't be as noticeable as green' if he gets it stuck to the now white painted walls.

"Let's load this baby up." He places the pills of adhesive inside the shooter bracelets, clocking, replacing the outer layer, and holds out the shooter. He presses it once and lets go, causing a ball of white liquid to shoot out, hitting the wall. He fires again, this time keeping hold onto the trigger, this causes it to shoot out instead as tons of tiny thread like pieces of glue, sticking to the wall like a web, while still stuck inside the shooter. "I have webs." Peter comments to himself, smiling like a Cheshire cat.

*Bzzz* His cell phone vibrates, causing him to answer. "Hello?"

"Pete?"

"Oh, Hey Harry."

"Pete, where you at man?"

"Home, why?"

"Because, me and MJ are standing outside your door and we've been ringing the door bell for five minutes."

"Oh, sorry, I didn't hear it, wait there." He closes the phone, clears up the mess, locks everything in the basement, and runs to the door and answering it.

"About time, We've been standing outside for so long, I'm surprised I didn't age a decade." Harry tells him, walking in with MJ behind him.

"Yeah, did you just fall asleep after running home so fast?" MJ asks him.

"No, just busy." He replies, starting to close the door after them, only for a him to sense someone else running to it, opening it again to see Liz Allan running to it.

"Sorry I'm late, Harry invited me. Hi Petey, nice house. Its small, but cosy." She tells him, walking past him.

"Er, Harry, are you throwing a party in my house?" Peter asks.

"No, we were just worried about you after punching out Flash and running away, Liz asked if she could come." His friend explains.

"So, since my aunt's out with your aunt and uncle, and Harry's dad is busy at work, we figured we'd see how many lame movies we can fit in to one night." MJ adds.

"It sounded fun, so I asked if I could join in." Liz also adds.

"Ok, so, no one else is coming right?"

"Not as far as we know."

"Huh, then why is there a car outside?" Peter asks, pointing to a car pulling over outside his house as two people get out. It takes Peter a minute to realize that the two are wearing police uniforms. "Er, Hello?"

"Peter Parker?" Asks a grey haired, older looking cop. "Detective George Stacy, This is my Partner, Officer Jean Dewolff." He tells him, motioning to the shorter female cop of Hispanic descent, her hair tied into a pony tail.

"We'd like to ask you a few questions concerning an incident involving Eugene Thompson." The second cop adds.

"Er, Earlier, Flash, Cops?" Peter stammers, Confused.

"You mean how Flash cut class after Third Period?" Harry interjects quickly.

"Yeah, He we haven't seen him since History." Liz adds.

"Peter got sick and left just before." MJ explains.

"Does it check out?" Asks Detective Stacy to his partner, who checks over her notes.

"The nurse remembers a student named Peter coming to her and being given the right to cut the rest of the day, no mention of meeting Thompson." Peter gets a moment of relief that Flash was stupid enough to use his name to the nurse instead of his own.

"Alright, Not sure if we should count solely on the word of his friends though." Stacy comments.

"Hey, what's this about?" Asks Randy Robertson, walking to the door with Kenny, having been playing Football outside and noticed the cops, and serving as a useful and convinient dues ex machina. "This about Flash getting his ass kicked by a senior?"

"Are you're saying it was a senior who assaulted Mr Thompson?" Asks Dewolff.

"Yeah, Flash was waiting around the class room, this senior came for his lesson, and then Flash got all up in his face, so he decked him." Kenny explains, continuing the lie.

"Wait, so why did Thompson claim that Parker was the one who assaulted him?" Asks Stacy.

"Parker? He thought it was lil' Peter Parker? Look at him, no offense to Pete, but there's a reason Thompson calls him 'Puny Parker'. He's tiny, no way could he deck Thompson like that."

"Ok, Story checks out." Mutters Dewolff.

"Ok, sorry for wasting your time, have a good evening." Detective Stacy tells them, leading the way for his partner to follow back to his car.

"Er, Ok, I'm not sure what just happened." Peter says, confused by everyone's ability to lie to the police so fluidly.

"We just saved your ass from jail." Harry tells him, opening a can of soda. "Well, maybe not jail, but we still saved your ass from something legal."

"Yeah, but why did Randy and Kenny do it?" Peter asks, before looking to the two jocks.

"Hey, I play with Flash, I go to Parties with Flash, I even hang out with Flash, but that doesn't mean I like him. Hell, I can't stand the guy to be honest." Randy explains. "He really had it coming."

"Besides, after watching what you did to him, you're not the type of guy I want to rat on." Kenny adds.

"Huh, Thanks, Thank you." Peter says, genuinely surprised.

"Well, we'll be going, still got to practise, C'mon Kenny." Randy tells his larger friend, leading him away. "See ya later."

"Yeah, see y'all later Peter, Harry, Mary, Liz, enjoy your, er, is it a nerd fest when one of them is a cheerleader and one's kinda hot?" Kenny states, getting an entertained face from Randy, who pulls his friend back outside to continue playing their sport.

"So, what are we ghonna do?" Liz asks, this being the first time she's done anything with these people.

"Watch TV, put on a few DVDs, Play strip poker, whatever happens." Harry tells her, grinning like a cat.

"He's kidding, we don't watch TV." MJ adds, laughing a bit.

...

Three days have passed, and Peter has been practising. He stands above a tall building somewhere in the City of Manhattan, balancing upside down with one arm. A janitor walks through the roof entrance to clean the roof, seeing Peter. "Hey kid, that aint safe." Peter doesn't even listen, causing him to return down to a group of people in an office on the floor below. "Hey everyone. There's some kid on the roof, doing a handstand on the edge."

"What Biff? What Kid?" One of the male office workers asks him.

"He looked sorta like that actor, what's his name, Tobey Maguire, only younger and skinnier, with a really big head."

"Big head? How big?" Another office worker asks.

"Like, Neil Patrick Harris big."

"Wait, Tobey Maguire, only younger and skinnier, with a bigger NPH sized head?" Questions a third office workers. "Sounds like Andrew Garfield."

"No, he's younger, like-" He's cut off when Peter drops down past the window, yelling happily. "That!"

Peter drops three floors, before pulling down his sleeves, revealing the shooter bracelets his father made.

He presses the trigger, holding down to shoot a long line of web fluid. His father was right, it is strong. He hits into the side of a building, his weight making it stretch slightly, allowing him to lose momentum without his arm suddenly ripping out. The stop combined with his limited momentum and gravity causes it him to swing, hurling him back up into the air.

He shoots another web line, letting go of the previous one. He allows himself to swing another great height, flying back up into the air. He swings two more times, getting cocky. The 6th time he spins a 'web line' he lets go after swinging, hurling him even higher into the air. He does this again two more time, before finally doing a back flip while in mid air. The tenth time he swings however proves to be his last. While flying up into the air, he tries to shoot another string of web fluid, but all it makes is the 'wssp' sound. No web, nothing. He's ran out of web fluid.

"Oh." Then gravity catches up to him, and he starts to fall. "SHI..." He hurls downwards, only 18 stories from a very unpleasant meeting with the curb, and still shouting loudly as he falls down another five stories. Yes, he's a dead man.

He manages to direct his falling body towards a building, clinging onto it with his adhesive skin. He manages to grip it, but friction is a very painful force, and he slides down two more stories, before losing momentum and stopping. "Oh my god that hurt!" he shouts, taking a hand away from the wall to look at the now bright red skin.

Days later, he experiments with the 'web shooters'. He opens them up and fixes a rotating mechanism that holds twelve test tubes, with each holding 5 web fluid pills, and once they run out, it revolves to replace it with another test tube. Fixing both of them like this, he should be able to shoot a hundred and twenty web lines (60 each arm) before he needs to reload.

He tries this again, this time without fail. He swings around, for probably half an hour, finally stopping after getting tired. He makes one last leap into the air, landing safely on the top of a small wall, balancing on his arms.

"Now, if only I had a way to use this to earn money." He thinks to himself, before looking down at the wall to see a poster, advertising some fight club: 'Win 30 grand! Last 3 minutes in the cage with Crusher Hogan! RUPW!'

"That was strangely convenient." Peter muses to himself.

-Next Time-

Peter enters the wrestling tournament, but not until after his new found power causes him to blow off his friends and be a jerk to his Uncle. But will this cost him? Of course it will! You all know how this story goes!

Notes on my depictions:

Peter: I wanted to make Peter the modern day outcast. From my own time at High school I noted that the people who were left out were usually smart, nerdish, had alternative tastes, and dressed differently. Peter, in all depictions, is a nerd, an awesome nerd, so I modelled him after a number of people I knew, combined with his comic depiction. Like I mentioned above, I wanted several versions mixed together. I wanted Classic Spidey combined with Ultimate, Spectacular, and film universe versions of him into one to get an Idea of the best way to depict him. I'm going to avoid the whole 'I have powers, I hate myself, I hate my life' angsty crap. As I see it, angst is something best left to rock songs with good guitar solos and tune that compliments or contradicts the lyrics and not be used in super hero stories, especially one like Spider-Man, which is proof that a light and soft story can use serious story telling and not deviate from the idea. I mean, he goes through hell, but keeps fighting, goes out, suffers more hell than anyone else, but keeps it up anyway, and that's how I want the characterize him: someone who keeps a happy face no matter the situation. Because of this, I'm going to try to keep him more of an idealist, such as him being one of the few characters to not swear much (Instead he replaces them with any word he came make up at the moment), and try to avoid making anything overly angsty.

Harry: I wanted Harry to be both Comic relief, and a woobie-type character. I wanted him to be a jive turkey, constantly saying outdated lingo and other things. I wanted him to be like Evan Daniels, but more likeable. The woobie aspect of his personality wasn't really touched upon, mostly because his woobie-ness stems from his interactions with his father, which didn't really happen in this chapter, but will eventually, however, by going with film and Spectacular versions, he's also unpopular just like Peter. I'd like to save the Goblin stuff for a long time, as I said, my other story is based a whole year ahead of this story, and I only made reference to Norman soon becoming the Green Goblin, though I will reference it until that point. However, I have already started to design both Norman and Harry's Goblin costumes for when it does come.

Mary Jane: For this version, I chose to go with the Ultimate depiction of MJ, as in isn't 'popular', but more along Peter's level. I also wanted her to be 'odd', as in sings along to music, dresses in a 'rocker chick' style (As in t shirts and baggy jeans), acts as 'one of the boys', etc. Basically, like how she originally acted in the comics, only not as flirty. In this version, she'll be his 'true' love, but won't get together for a while, and not until after Felicia Hardy. I really don't do romance or enjoy reading it, and I do agree that the Transformers films would be better without the whole romance arc, so I don't like to write romance. However, even someone like me, who doesn't actually believe in true love, can agree that Mary Jane is the best girl for Peter. Why? Because she was a badass who if kidnapped would beat the kidnapper with a pool cube and go and save Peter. In fact, Peter and MJ is probably the only ship ever I openly ship simply because how cool the two are. Well, that and Scott/Jean or Susan/Reed, but that's all because they're the official power couples of the Marvel 'verse. However, for now I will keep them as just friends, maybe throw in a love triangle if I decide to add drama, but like I said, I don't do romance so you'll likely not see anything of this for a while.

Kenny and Randy: Those two, I modelled them slightly after their 'spectacular' versions, with Kenny being more of just random comic relief with Randy being the straight man. Essentially, these two are 'those two guys', like Lenny and Carl or those two guys from Hamlet. Kenny, I wanted him to be slightly Jerkish but mostly just a big idiot, while Randy I wanted him to be the token nice jock, as in the only one on the football team who doesn't throw things at them.

Flash: Flash I went with his earlier depictions as a bullying jerk who, like his ultimate version and some other versions, isn't above picking on girls or kicking someone when they're down. I do however want to also make him the chew toy/butt monkey, the type of character which bad things happen to for humour, almost always because he's done something to deserve it, and likewise, when things happen that makes his life better, he's usually just done something nice. Karma is king, remember that.

Liz: I wanted to make her more of the dumb blond type of character (Though note that I mention her hair is brown, not blond) and actually a nice person, just really shallow. Not much to really say. I guess I'd make her just really stupid for comic effect, maybe if I feel like being nice to shippers have her pair up with Harry or something later. The thing about this is, she makes great character development material.

Sally Avril: went with Spectacular here, so she's a blond bullying cheerleader. I'm surprised that she doesn't appear in many retelling stories, especially those ones where things are twisted to make MJ the one bitten, instead they usually just make a new character. In fact, I've seen her in two so far, and I read a lot of them to try and get an idea on how to do this without being too similar to someone else.

Aunt May and Uncle Ben: Not much different, they're still just the regular old people who you have to like.

Norman Osborn: Didn't really do much here, but I'm going to go with the Corupt CEO type he's now fondly remembered as. I'm not going to make him hate his son, just not very proud of his lifestyle and very distant. However, he's still very callous and a real ass. The Green Goblin won't come for a while, not for at least thirty to fourty chapters. Why? Because, Norman Osborn appeared in my X-Men story as the CEO of OScorp and director of HAMMER, his own Private Military Contractor, and hadn't became the Goblin yet. Since this is based a year before that, he won't become the Goblin until I have this story 'catch up' to the other.

Other Characters and their depictions will be noted later.

General notes:

-Wasn't sure about a number of times when it seemed like it was too much info at once, but it establishes my ideas here. There's a lot of Peter's backstory in this chapter, when I should have probably spaced it out and put it into multiple chapters, but I decided to instead keep it contained to three chapters instead of five, unlike somebody. *cough*Brian Michael Bendis*cough*

-I hope I got an equal amount of humour and story telling in here. Didn't want too many jokes to spoil the story.

-Speaking of which, I'm not sure if the last thing with him falling worked out quite as well as I thought it would.

-The idea about tons of spiders instead of just one and multiple being bitten was so I could handwave the reason for so many spider based heroes or villains.

-As I said, while MJ and Peter got a lot of moments, and continue to do so in later chapters, they're not going to get together first. Instead, Felicia Hardy is going to be his 'first girl' in this universe. It would've been Gwen Stacy, but I had a different idea on how to use her, and I didn't want to have to kill her off first. God, I hate how everyone feels the need to kill off Gwen in these types of stories.


	2. He's SpiderMan!

Here's part two of the Spider-Man origin story, enjoy.

...

The crowd around him boos, popcorn is thrown, people spit, and his clothes are unendingly tight around sensitive areas. He walks down the ramp, nervous, wearing a blue coloured spandex suit and a red vest over with a matching mask. The announcer shouts his given details.

"Entering the cage is the next competitor, he's small, he's fierce, he's pure nightmare fuel, he's the amazing, he's the spectacular, he's the unbreakable, he's the ultimate…"

'_**He's Spider-Man!'**_

_Yes, He really just said that. Lets back up a bit, I know, you're all wondering what happened about me fighting a guy wearing a scorpion costume, well, that hasn't happened yet; don't worry, I'll get there, but __let's rewind._

_About a week ago Friday I punched Flash Thompson out and in the following week, which I had free of any school work, I trained with my powers and fixed it so I now have webs. Well, Today is the first day of school since then, so naturally I do what all teenagers would do when they invent a new way of travel: Spam it as much as possible and keep it to myself._

Peter swings down, landing perfectly behind the school with no one able to see him. He opens up his backpack, places the web shooters inside, and takes out a skateboard, skating around as if he's been doing it since Queens.

Getting to the front he's earlier than ever before, apparently, web swinging is faster than driving. He skates forward, his new 'danger sense' or 'Spider sense' guiding him away from crashing into anyone.

"Hey, wear a helmet." Says a voice, Peter looks up to see the tall, brown haired, one armed teacher, Doctor Connors.

"Oh, Doctor Connors, I left it at home, sorry." Peter replies, nervous.

"Don't apologize to me, apologize to your head for being so careless, remember, all you need is to go too fast and bam, you're a bloody pulp on the side of a wall." The teacher tells him, using his good arm to demonstrate. "You're not a lizard, you won't grow back."

"Oh, Ok, I'll have to remember that." Peter tells him, picking up the skate board to carry it in.

"Well make sure you do, it'd be a shame to loose such a good student, my classes average rating would go down." He jokes a little, "Oh, and congratulations on the fight with Flash, as a Teacher I'm not allowed to condole violence, but from what I've heard your quite the badass."

_Ah, Doctor __Connors, the best teacher ever. Seriously, how many schools have a handicapped, science and PE teacher? Everyone loves him. He lost his arm in Iraq a few years back, but instead of moping, he just started teaching and studying lizards. He's working on some way to use reptile DNA with this special formula to temporally replace Human DNA with Lizard DNA, to grant healing. He's hit a hiccup in finding a way to make the formula spread to all of a body's cells, but this is the modern age, who knows what could happen?_

Entering, all eyes are on him, something that has never happened before.

"Heard about what you did to Flash Peter, awesome." One kid, Hobie Brown, tells him, high-fiving him.

"Thank god someone eventually shut him up. Good work Parker." Comments Debra Witman, smiling while altering her glasses.

"Pretty good left hook for such a small fry." A senior at school, Carl Lucas, tells him, patting him on the back.

As more kids cheer Peter on for standing up to Flash, combined with his realization that he has spider powers equal to one thing: A really large ego.

_The day goes on like that, I get congratulated, I get a bigger swollen head, and pretty much act like a dick._

"Hey, there you are." MJ says to him, walking to his lunch table and sitting next to him, "Where were you this morning? Me and Harry waited nearly 15 minutes outside your door?"

"Didn't you think to knock?"

"Didn't think I'd have to. So go on, where were you?"

"I left early, took my skate board and decided I'd skate to school, wasn't that big a deal." He replies, drinking from a juice box.

"Not a big deal? Peter we've gone together to school since I moved here, it's like tradition or something." She retorts, taking the juice box out of his hand and drinking it herself, something she often does.

"Meh, it was also tradition for Flash to shove meatballs down our shirts or pants right about now, but that isn't happening, and you can thank me for that." He tells her smugly.

"Since when did you have such a big head?" She questions his ego-induced smugness.

"Since I was born, you know, when God turned around to Gabriel and said 'Hey, you know what'd be a total lol? If I give this kid a really big head so he gets teased all his life, it'll be a riot!' and decided to make me a punching bag, until now obviously."

"You weren't acting this obnoxious when you did it, what happened to you?" She asks, annoyed at his tone.

"I realized I can punch out the guy who made my life hell, you know, puberty and stuff. Geese what's up with you?"

"Nothing, I'm not the one acting smugly."

"Well sorry for growing a back bone, sure you're not just PMS-ing or something?" He questions, turning her annoyance, into anger.

"You know what? Today you're being a dick. Seeya." She tells him, moving her stuff around to move, just as Harry Osborn is about to sit down.

"Hey My brother of another mother and sister of another mister, how's it hangin'?" Harry asks, only for MJ to get up and move, "What? What did I say?"

"Yeah, what did you say? I honestly couldn't tell what you were saying just then." Peter asks/tells him, referring to his annoying lingo.

"What's up with MJ?"

"Don't know, girl troubles I guess, she was all moody with me earlier." Peter explains, still not realizing it was him.

"So, we ready for tonight? Got two new controllers, and enough soda to fill a small lake." Harry asks.

"Oh, sorry, I forgot to tell you, I've got a ton of homework to catch up on." Peter tells him, lying.

"Homework? You? But you're ahead of everyone, teachers pretty much gave up on giving you homework."

"Yeah, its college prep work." Peter explains, still lying.

"College? Don't you think it's a little early to get all ranked up over college?"

"Excuse me for wanting to be prepared for my future, not everyone is a little rich boy without a care in the world." Peter replies, still not realizing he's both A) a bad liar, and B) acting like a dick.

Peter moves around his stuff and leaves, leaving just Harry, alone at a table.

"What did I do?" Harry asks, sincerely confused and upset, thinking Peter's attitude is somehow his fault.

...

That night, Peter, in preparation for his 'big fight', was picking out his clothes for his fight. He had everything ready, until he realized something:

What person in their right mind would let a baby-faced sixteen year old into their fight-club?

He'll need a way to cover his true age: A Mask. So, he made a mask with two eye holes, very basic, and a mouth hole.

"Oh yeah, totally awesome." Peter comments to himself, posing in the mask in front of a mirror, pleased with how it looks, it takes off the mask, hiding them in his pocket, before running downstairs.

"…I'm just saying lately he's been acting different, going out more, acting all secretive, I think you should talk to him." May tells her husband, while cutting some carrots.

"I don't know May, He's a teenager, that's what they do, go out, act secretive, I'm sure he's fine."

"But this just isn't like him, he's never done this before, today he left for school by himself, he didn't go with Mary Jane or that Harry Osborn boy."

"Well I don't know, I'll talk to him for ya next time I get a chance to." Ben reassures her, just as Peter runs downstairs, holding his back pack.

"I'm going to the library in the city, I'll be back by 9," Peter calls to them as he leaves.

"Wait, I'll drive you." Ben calls back, getting out of his seat.

"No it's Ok, I'll take the train." Peter reassures him.

"No-No, I need to stretch my legs anyway, come on." His uncle tells him, leading him to the car.

After driving to the library, Peter begins to get out of the car, only for Uncle Ben to stop him, "Wait, before you go, we need to talk."

"Talk about what? Can't this wait?" Peter replies, agitated.

"Why? The library isn't going to just close or anything. But Your Aunt May wants me to ask you if anything's up?"

"Up? Well, my grades are up, I'm getting Taller so my heads up, and I think the sky is up."

"Hey Cut the sarcasm, This is a serious Talk Peter, I know we haven't had a serious talk in a while, but Your Aunt May and I have noticed for the past week you've been acting all secretive, I want to know if anything's bothering you."

"No, I'm fine, really." Peter tells him.

"Are you sure? I mean, if you're in trouble or anything you can tell me."

"No, really Uncle Ben, I'm fine, better in fact." Peter tries to reassure him, but fails.

"What about this Flash Thompson kid? Your Aunt May heard from Anna Watson that you got into a fight with him the other day, and pretty much knocked him flat out."

"It wasn't like that Ok, I was standing up for MJ."

"Yes, but didn't your Aunt May and I raise you to fight with your brain, not with your fists, you have to be better than them and do things peacefully, remember what I always told you…"

"Yes, I remember, Great Power, Great Responsibility, I get it, You've told me it a million times, I get it Ok, I can take care of myself, I don't need to be smothered!"

"Whose smothering you? All I've done is be a father to you…"

"Well you're not my father are you! So stop trying and let me be!" Peter shouts, exiting the car angrily and walking away. His uncle just sits in the car, a little upset by his last words, before deciding to let him be and drives away.

Peter however, instead of entering the library takes a turn into the alleyway, before slipping on the web shooters, swinging away towards the wrestling tournament.

_So yeah, I acted like a dick, swung away, got to the fightclub, signed up, and well, we get back to the beginning of this chapter, enjoy, it only took just short of two thousand words to get here._

Back to the beginning, Peter walks down the walk way, entering the cage to face his opponent, Crusher Hogan, who was already in the cage waiting for him.

"Ok, so, I'd go down quickly if I were you." Crusher whispers to Peter so the crowd doesn't hear him.

"Excuse me?"

"I hate it when I have to beat on the small fries, no offense, so let's just make this quick."

"You want me to throw the fight?"

"No, let's be honest, you're tiny, so I'd rather you lose the fight quickly so you don't get hurt, if it's the money You want I could always pay you a couple bucks after words, if you really want."

"Nah, I'd rather win."

"Suit yourself." The fight starts and Crusher charges at Peter, who quickly dodges it. He rolls out of the way, balancing on his palms before pushing off the ground and kicking him squarely in the back, knocking him into the corner. Spinning around on his hands, he kicks up into the air, landing in a crouched position, he flips up again, now landing atop the corner, and kicking Hogan into the other side.

The larger fighter gets up and charges at him, only for him to jump, grip onto the top of the cage, wait a few seconds, before pushing off, using both gravity and his own agility to rocket himself directly at Crusher, landing in a head-scissor and flipping him into the cage wall.

The champion once again recovers, trying to go for a head butt, only for Peter to easily dodge, before jumping over his back, grabbing his head and falling to the floor, smashing him face first into the floor.

"1, 2, 3! Ring the bell we have a winner!" The announcer shouts, holding Peter's arm up as the crowd cheer. "Ladies and gentlemen, you winner, and our newest contender, Evolution's greatest creation! The Amazing Spi! Der! Man!"

_Yeah, they loved me, big time, awesome. Or at least it was until the promoter tried to stiff me backstage._

"Hundred? Add said 30 grand." Peter questions, holding the money in his hand.

"Yeah, check again web head." The booker, a fat man with black hair and a moustache, tells him, "Last three minutes, get thirty grand, you beat him in two, for that, I give you a hundred, and you're lucky to get that."

"I'm sorry, did you do math in High school? If you're ghonna take away from the time I survived I should at least get twenty grand, see, 30 K, divided by 3 and times 2 equals 20 k, not a hundred."

"What you ghonna do about it?" The booker questions, before summoning his security who step in between Peter and the corrupt Booker.

Instead of heading home, however, Peter waits at the back entrance, standing above it. Just as a hooded figure runs out holding a bag as the promoter runs after him, holding his head in pain. Peter drops to the ground upon seeing this, to get a better look. "Stop him! He's running away with my money!" The hooded figure runs past Peter, who sidesteps and makes a 'go on past' gesture to the thief.

"Thanks Kid." The figure tells him as Peter gets a quick glimpse of his face; a man in his forties, short beard, looks like a grey pony tail is sticking out of the side.

"Hey what's up with you! You could stopped him! All you had to do was hold out a foot!" The booker shouts at Peter, not recognizing him without the mask.

"Sorry, what you ghonna do about it?" Peter retorts, mimicking his voice, this of course makes him realize who he is. Peter brushes him off, walking away. He gets to the side of the building, seeing as the man who ran past him meets with group also dressed in a similar.

"Let's go, we got a couple of places to rob, tonight's ghonna be a big night." He tells his similarly dressed group as he runs past.

"Ok, let's wrap it up." Peter watches as they all gather up the money and run. Realizing he should have probably done something about it, he feels momentarily guilty, but shakes it off, walking away to slip on his web shooters to swing away.

...

Peter arrives home to see, to his horror, several police cars and an ambulance outside his home, "Hey, HEY! What's going on!" He runs past them, to see that, at his doorstep, His Uncle Ben lays on the floor, bleeding from a gunshot wound.

"Peter…"

"Uncle Ben! Wha-What happened?" Peter asks, worry covering his face.

"So, he your uncle?" Asks a police officer, Detective Stacy from the other day, Peter nods, "He was shot by one of the Spikes."

"Who!"

"Spikes, Small town gang, been preying on the people of the state for the past few months, robbing crowds, breaking into houses, apparently they've been staying at that warehouse at the docks, the one next to the church." Explains Stacy's partner, Dewolff, "Your uncle found one of them in the house, apparently there was a scuffle, the thug got his wallet and his phone, your uncle got a bullet to the arm and a piece of the thug's hair." She finishes.

"I'm all right, just need to-AHH!" Ben starts only to suddenly grab his chest, "Ahhhhh…"

"Uncle Ben!" Peter tries to help him, but he falls to the floor, "What's going on!"

"Careful, I think he's having a heart attack." Stacy tells him, kneeling down next to him.

"What! How!"

"Must be shock of all this." Dewolff answers.

"Peter," Ben says softly, "Remember everything I told you."

"No, No you're ghonna be alright!"

"No, I, can't feel my left arm, my heart its, its screaming," He tells him, now panting and sweating.

"Someone get him to a hospital!" Stacy shouts to the med team.

"Remember, Peter," Ben tells him, now unable to lift his head above his shoulders as he starts to get dizzier, "Great power…" He starts as an Oxygen mask is pulled over his mouth as he's lifted onto a stretcher.

"Great responsibility." Peter finishes. Before they can even get him to the ambulance, Ben Parker flops to the side, his eyes still wide open. The medics feel for a pulse, finding nothing, "Nooo!" Peter screams, having to be held back by Detective Stacy, and Dewolff, and several other officers as they find out just how strong Peter is, it takes about fifteen adults to hold him back for the Medics to pronounce his Uncle dead after three attempts with a defibrillator.

"Oh My god, Peter!" Shouts Mary Jane as her and Harry, exiting Harry's Rolls Royce, seeing all the chaos.

"What's going on!" Harry asks.

"It's, its, it's my uncle." He stutters out before breaking down crying in their arms.

...

At Harry's dad's building, where Peter is being taken so he can sleep in peace while the Police use their home as a crime scene, the small group of people enter the penthouse where they live.

"Are you ghonna be Ok Peter?" Harry asks, carrying things around as he leads Peter and Aunt May inside with Mary Jane to help keep them company.

"I'm, I'm fine, really, just, need to lay down." He responds, clearly upset.

"We can't thank you and your father enough for letting us stay here Harry," Aunt May tells him, herself upset but trying to hide it.

"Don't bother, It's Ok, really."

"Peter, May, I'm deeply sorry for your loss." A voice tells them, as its source, a tall brown haired man who physically looks like Harry but with another two decades, walks down a flight of stairs, "If there is anything else I can do to help you."

"No, It's Ok Norman, letting us stay here while the police look around our house is enough."

"Least I can do, I know Peter's quite the little Genius, unlike my boy," Norman tells her, "I Think he needs all the support from everyone he can get at a time like this."

As the adults talk, Peter takes his suitcase to one of the many bedrooms. Harry's Penthouse is so big, it's got at least three unused bedrooms, which Peter often uses whenever he stays at the house.

Entering the room, he unpacks the bag he has and starts to change, but realizes he's still wearing his wrestling suit underneath. Then he starts to remember what the police said 'apparently they've been staying at that warehouse at the docks, the one next to the church'. The Docks.

"Peter, I'm going now but if you need anything just…" Mary Jane starts while walking into the room, finding nothing but an empty room with an open window.

...

Peter, wearing the mask, swings down to the meeting point for the gang, travelling down to the City to find to docks.

He lands opposite on the side of a building, watching as several of the hooded figures run in, carrying sacks of wallets and random objects to sell. He swings onto the top of the building, sneaking in through a window. Inside is a large pile of money, goods, and random sacks and boxes. "Them, they're the, Spikes?" he questions, realizing the ones who robbed that Wrestling event where the ones responsible for his Uncle's Death, then it hits him: He let them go, he could have beaten them all up and stopped them, but he allowed the group who, one of them, would go and kill his uncle. Sure, only one of them did it, and he's going to pay worse than the others, but they were still responsible for god knows how many crimes. "But which one killed Uncle Ben?"

As the hooded thugs carry their sacks to the pile, planning to sell the stolen goods, one hears something in his sack, one that sounds like, music?

"What the?" He pulls out the source: A phone, its ringing, so he answers it, like an idiot. "Hello?"

"Look up."

Peter drops on him, landing feet first on his shoulders, before jumping up as the other gang members start to shoot him. He back flips in the air, webbing up two random mooks and grabbing the guns out of another 4 with his web lines, pulling them up and making them smash into each other. He lands back on another railing, before diving at five other guys, knocking them all down before rolling off, kicking into the air and landing on another and hurricanrana-ing them into a wall. He fires several balls of webbing at six or seven others, knocking them down. One tries to him over the head with a wooden 2x4, only for it to break on his arm as he defends himself, before punching him square in the face. As he takes out the last one, he webs them all to the ground, except for the one who answered the phone, the one who shot his uncle. Firing a web line at him to pull him to him, he grabs his collar, punching him twice in the face before throwing him into a wall.

"What do you want!" He cries, terrified of this amazingly powerful being.

"Justice for the old man you shot in cold blood." Peter replies, stoic.

"What does it matter to you!"

"EVERYTHING!" Peter lunges at him, tackling him into a support beam, making it collapse on both of them, Peter pushes out of it, pulling the thug with him before smashing his face into the rubble repeatedly.

"WHY!"

"Did you know he was a husband? An uncle! MY UNCLE!" He shouts loudly, throwing him into the air, firing two web lines at him and pulling down, smashing him into the floor.

"Please, just give me a chance."

"Did you give him a chance! You know you killed him! He died in agony before they could even get him to the damn ambulance! You killed an innocent man!" Peter yells, walking to him and grabbing his ankle. He takes off his mask, while grabbing him by the collar to look at him, "LOOK AT ME!"

"H-Hey! Y-Your that Kid!" The man stutters, this takes Peter back. He looks at him as the hood falls off, now, he finally sees his face, the 40 year old with the pony tail. The one he let get away.

"you." Peter mutters, his face suddenly dropping as he lets go of the man in shock.

The thug tries to crawl away, only for Peter to stop him by grabbing his collar.

"If I ever, EVER, find out you're out of jail, I promise you this, you'll be begging to be put back in." Peter assures him coldly, webbing up his feet and ties it to a web line attached to a wooden beam hanging him upside down.

"You're not ghona kill me?" the thug questions, nursing his injuries.

"I'm taking responsibility for my actions, and You're going to do the same."

Just then, Peter hear's the police sirens from outside, as George Stacy and a squad of police officers have came to put an end to their criminal activities.

Upon entering however, Stacy finds nothing but unconscious Spikes members, with the one hanging upside down, now unconscious, in particular. In his hand is the phone, webbed onto his palm. Stacy carefully pulls it out of his hand, which at first is difficult due to the webbing, eventually settling to leave it, until it starts ringing again, in which case he merely lifts the hand to his head to answer it, "Hello?"

"Detective Stacy." Peter speaks from the other side muffling his voice with his mask. Outside Peter stands above the warehouse, crouched.

"Who is this?"

"Let's just say a friendly neighbourhood Spider-Man." Peter replies, "The man who's hand this phone is stuck to is the man that killed Benjamin Parker, I left him there so he didn't get away."

"Wait, how do you know about…Wait, you took them all out? Who are you?"

"Just a guy." Peter replies, staring down.

"Ok, Whoever you are, thank you." Stacy tells him, before hearing a strange sound before the phone hangs up.

...

Mary Jane, standing outside Peter's temporary room, waits confused, wondering where Peter, how Peter, could have gone to. Just as she's beginning to think about leaving, she hears the sound of a window opening, she peeks her face into the door, to see Peter standing, taking off his mask. She gasps quietly at the sight of him, his costume, his costume! That's the costume of the wrestler from the Wrestling arena, that, Spider-Man. The blood on the fists makes her question where he could have been, especially on the day his Uncle died.

Did he go and, find the man who killed Uncle Ben?

Her question is confirmed when Aunt May's phone rings, to which she answers and finds out what just happened.

Hearing Peter start to open the door MJ turns to look as if she was about to enter.

"Oh, MJ, I didn't know you were here still."

"Oh. Yeah, I was just, well, er."

"I, Kinda need to apologize, I was acting like a jerk this morning, I shouldn't have acted like that."

"Save it, It's Ok." She replies stooping him, "You just had the worst day of your life, Go get some rest. I'll see you tomorrow." She tells him, stepping away to leave.

"Kay, see yeah later." He replies, closing the door after him.

...

Peter sits on the balcony of the Penthouse. It's four in the morning, everyone in the building is asleep, But Peter just can't rest.

_I have things, no one else has, I have powers no one else has. Uncle Ben always told me that with Great Power, there must also come Great Responsibility. I have Great power, and I live in most packed state in America, crime is everywhere, accidents happen all the time, This City is my responsibility, I promise you this Uncle Ben, I will make a difference, I will make this city safe again, no one will ever come home to see their uncle shot dead, ever again._

...

Within Two Weeks, having changed the design of his costume so that the red on the costume is decorated with a spider web pattern with a silver belt around the waist and yellow plastic covers on the eyes, reminiscent of two triangular eyes, Peter does as he promises.

An armoured car is robbed in the middle of the street, so Peter swings down and takes out the robbers.

A man holds a liquor store robbery with a semiautomatic machine gun, only for two web lines to grab both him and the gun, pulling both out of the store and sticking to a wall.

A car crashes on the Queensborough Bridge, causing a small pile up which leaves one care suspended from the side by the support wires, with the driver almost falling out, a line of webbing grabs the driver, pulling him back up onto the actual bridge before his car falls.

A man and a woman try to steal from a diamond store; Peter takes the diamonds away from them, knocks them out and sticks them to some lamp posts.

A scrawny teenager with ripped clothes and a pale complexion tries to steal the purse from a woman's handbag, Peter drops onto him, webs him to the ground, and leaves quickly.

A man, on his way home, suffers a stroke in the middle of the street, collapsing, Peter swings, picks him up, and takes him to the hospital, seeing a Gurney outside he places him on it, before tapping on the glass doors to get the attention of the Hospital staff.

A kid lets go of his balloon and it starts to float away, Peter instead deals with the runaway car two streets away, £^& the kid with his dumb balloon he has important things to do.

And several other incidents.

As he goes on, Newspapers start to talk about him and his exploits, as Peter finds out from reading Tabloid-black top Hybrid paper 'The Daily Bugle'.

"As some of you may have heard, a masked vigilante has recently been reported to have done a number of, heroic, deeds. This vigilante, identified by some as a onetime Wrestler only known by his ring name 'Spider-Man' has garnered quite a bit of fame around Manhattan and Queens, New York.

'Spider-Man' has quickly gained some recognition, both positive and negative. But we have to ask, if this 'Spider-Man' does exist, who is he? And what does he want? Is he just some guy in a mask with a lot of rope? Or an alien from a dying world here to save us from ourselves? Maybe he's a spider that got radioactive and turned into a human. Maybe it's really a woman, we don't know. We have many unanswered questions, but one thing is for certain: Can we trust them? The police refuse to talk about the matter but the fact of the matter is, Spider-Man is a vigilante, vigilante's are against the law, it's the reason we have police officers and a military. Spider-Man is breaking the law, and will likely get himself killed. - Ned Leeds.

"Well, there's something I should think about," Peter muses to himself, "I should talk more when I'm doing this whole, super hero thing, let them know a bit about me." After pondering this, he hears Police sirens heading towards the nearest bank, "Oh, looks like I should start now." He mutters to himself, swinging after the cars.

"Stop right there! This is the police! Come out with your hands in the air!" Shouts one of the many cops outside the bank, as a man walks out, holding two bags of money. He's wearing a yellow suit, one that looks padded, with red boots, belt, and torso armour with a blue visor-like glass over a mask that matches his uniform. His hands hold large gauntlets, bigger than Peter's, with a light blue semi-circle on the front.

"Oh, you want a piece of this!" the figure responds, holding out one hand, causing a shockwave to shoot from the gauntlet and hit the car, shooting it back and making it tear itself apart, he fires several more shockwaves at two cops, sending them back with a few cracked ribs.

"You know, I'd love a piece of that, what is it? Chocolate chip?" Peter shouts from behind him.

"Huh, Hey who are you!"

"Have you been living under a rock? Don't you read the papers? I've been front page material for the last two weeks."

"You, Wait, you're that Spider-Man!"

"Ding ding, congratulations Einstein, you just earned yourself the first prize, two to five in Riker's."

"So you're Spider-Man? I thought you'd have 8 arms and fangs, you're just some punk in a mask," The criminal chuckles, "Looks like I'm ghonna be famous for taking out!" He fires at Pete- I mean Spider-Man, who jumps up, flips around and lands behind him, jumping onto his hands and kicking him into a wall.

"Hey, I resent that, I'm just some punk in a mask that has super powers!" He leaps into the air, firing webs at him, "Huh, I think you should really be famous for that nifty little costume you're wearing, how many oven mitts did you have to cut up to make it?"

"What the hell is this?" The bank robber questions, struggling in the webs.

"That's my own secret recipe."

"I'll kill you for this!" The bank robber tries to fire at him with his gauntlets, but they fail.

"Wow, your little toys are broken, there's a shocker." Spider-Man sarcastically taunts, "Hey, that's a name for you!" He jumps onto the web with him, crouched next to him, "I'm ghonna call you Shocker."

"£^& you!"

"Oh, that was uncalled for." Spider-Man webs up his face, making him unable to talk, before the Web head turns to the cops, "Have a good day arresting this guy Officers, I'll be on my way to protect the City of New York." He then turns to a crowd that have formed around the scene, "Tell all your friends, this City isn't going to be ruled by who has to bigger guns, I'm here to make it safe again!" Peter shouts victoriously, 'well, that was narmy.'

Swinging away, Peter doesn't really notice _who _is in the crowd. One figure that stands out is a trench coat wearing figure, "Parker."

...

Peter swings onto his roof, quietly crawling down the wall to his window, he stops for a second, using his Spider-Sense to make sure no one is watching.

Climbing in, he changes back to his regular clothes, before walking downstairs to the kitchen to see his Aunt May chatting with Norman Osborn, "Oh, Mr Osborn, I didn't know you were here."

"Hello Peter, I was just talking to your Aunt here about how, since your uncle's passing, you won't have anyone to pay the bills, I figured that since a smart boy like you will need College in his future, I decided I couldn't let such a great young mind be wasted, so I'm here to offer full coverage, as you know, I'm on the board of directors for a number of high profile colleges, Brown, Yale, even Cambridge, I would also love to make sure you get there by paying any of your bills, mortgage, and anything else you might need."

"That's really generous of you Mr Osborn, but I just can't accept that," Aunt May tells him, "The promise about College is great, but I can't accept your payment of the bills, One thing Ben always said was that you must earn your money, I'm sure we'll manage."

"Well, if that's your decision I will respect it, I wish you two the very best, However I must be going now, got a big day today, got some important business to deal with." As Norman leaves, Peter looks at his aunt questionably.

"Why didn't you take his offer?" Peter asks her.

"Because deer, your Uncle Ben wouldn't."

...

Entering his school, Peter tries to keep a low profile since his new 'career' started.

"Yo Peter!" Harry yells from his locker, getting his attention.

"What's up?" Peter replies, walking to his location.

"Nothing much, heard Flash was coming back to school today."

"Oh, well." Peter has to think about this, Flash is returning, he'll be pissed, but then again, maybe he'd know to leave him alone since he pretty much nearly killed him, and even then he can always stand up to him again, he's more than capable of this now.

"Hey guys, how's it going?" MJ asks while joining them.

"Nothing much, just talking about Flash's return." Harry replies.

"Oh, him, What day is it today?"

"Thursday I think." Harry answers rubbing the back of his head.

"Oh good, at least today he can't do anything to the girls."

"Yeah, 'Cept us guys are ghonna get our heads shoved down a toilet."

"Maybe he won't." Peter interrupts, "I mean, I seriously hurt him, maybe it'll be enough to scare him away."

"Peter, this is Flash, the guy who after getting bitten by a dog because he was taunting it got bandaged up and went right back to taunting it." Harry tells him before they hear a loud voice.

"Hey, there he is!" Flash shouts as he sees Peter, running all the way up to him. His left eyebrow swollen and his eyes blackened, not to mention his fat lip, he looks like someone beat him in the face with a bat.

"Oh, told you." Harry mutters.

"So, the freak returns, looks like Karma didn't hit you yet."

"So funny, the guy who picks on everyone weaker, regardless of gender or ability, talks about karma, isn't _that _ironic."

"What you say Mane Jerry?"

"Mary Jane." MJ Corrects.

"Whatever, I got a bone to pick with you Parker."

"Is the bone your jaw, and you have to pick it from where it's now lodged? Because If I hit you again I might be able to straighten that out."

"Yeah, think you're so tough 'cause you got a lucky punch." Flash glares, "Heard about your uncle, figures, so old surprised he didn't croak already."

"What the hell did you just say!" Peter Shouts at him, clenching his fist and getting in Flash's face. A hand touches his shoulder, as if to tell him don't bother. He looks to see MJ shaking her head at him, whispering 'he's not worth it'.

"Yeah, thought so." Flash comments as Peter backs down, "Nice to see ya again Puny Parker."

"Damn it." Peter mutters as Flash walks away, before storming off himself.

"Peter, wait." MJ calls after him.

"I need to cool my head." Peter replies back as he walks out of the entrance. There's a whole twenty minutes before his first class, so he could fit some web swinging in before needing to go to class.

"Where's he going off to?" Harry questions.

"Wait here; I'll go talk to him." Mary Jane replies as she starts to walk after him. She leaves the school just in time to watch Spider-Man swing from above the school, the students watching and pointing. "Ok, Maybe I won't talk to him." She mutters while sighing.

...

"Damn Flash, Damn it all!" Peter mutters while swinging, "MJ should of just let me punch him then and there, shut him up for good." He swings and lands on the side of a building, "Maybe I'd get in trouble, but who cares, if it'd get him to just leave me and my friends alone I'd willing just take this mask off, shout to the world who I am, and deal with the repercussions. But that wouldn't be responsible." He sighs on the last note, "Why does everything have to become hard when you add responsibility to it?"

Wait! Peter suddenly stops, as he senses something, something big. Dropping and rolling out of the way as an armoured truck flies just narrowingly missing where he was standing just a second ago.

"What the hell!" He questions as he suddenly starts to hear screams.

"The itsy bitsy spider, climbed up the water spout." A cold, menacing voice taunts from the street level, "Then came a van, and crushed the spider flat." Another van goes flying towards him, this time with someone inside. He leaps onto the side, rips off the door and pulls the driver out.

"Uh, er, Thank god for you Spidey!" The driver thanks him as he places him safely on the building and webs the van in place so it doesn't fall of the side of the building.

"Who the hell is doing this?" He Looks over the side to see the man, the man with the green Scorpion suit.

"Come on down Spider-Man, before I have to throw more vehicles at you."

"Hey, I'm the only one in this city allowed to dress in spandex and look like a a guy with a bug fetish, I demand you pay royalties this instant or take off the suit!" Peter replies jokingly as he leaps onto the building opposite, "So, how did you make those two vans fly at me?"

"Oh, you mean this?" He holds out a hand as a Car speeds past him, gripping the sides and holding it, making it stop suddenly and causing the driver to fly out of the windshield.

"No!" Peter shouts as he moves to try and fire a web line at the flying man to avoid him being injured, only for the car the fly at him, the second long distraction was all that was needed for him to ignore his Spider senses as the Car crashes into him, crushing him into the building.

The car falls of, followed by his limp body. As he twitches, Scorpion leaps onto him, crushing him into the car, before stomping on his chest and kicking him into a lamp post.

"Hello? McFly?" Scorpion taunts while knocking on his head with his knuckle.

"This is, unexpected." Peter mutters while struggling to breath.

He tries to fire a line of webbing, but before it can get further than a square metre The Scorpion stamps on his hand, prompting a scream of pain and making him stop firing the web line.

"Oh my god." MJ comments upon reaching the scene, seeing the fight.

Scorpion picks him up by the collar of his suit, head butting him. He punches him several times, lifting him into the air higher to hit him again.

_And so, we get to where we started, yeah, I'm ghonna die now._

-Next time-

Spidey battles The Scorpion, despite nursing several injuries. Can the young Arachnid prevail? Meanwhile, Scorpion's tragic story is fleshed out, revealing the betrayal he suffered at the hands of Norman Osborn.


	3. Do whatever a Spider can

Here's part three of the Spider-Man origin story, enjoy.

...

Mac Gargan, Osborn's former lackey and the one responsible for the accident sits in his apartment alone. Looking over his mail, containing lawsuits, bills, death threats, and a nice letter from Norman telling him he's fired. He turns the volume up on the TV, as a news report talks about the latest topic: Spidey.

"We don't know who or what they are, all we know is that they can..."

_**"...Do whatever a Spider can"**_

"My life was ruined, and you're here mooching off of my misery!" The Scorpion yells while throwing Spidey into a wall.

"I have no idea who you are! I'm not mooching off of anyone's misery!"

"I did as Osborn told me, and I get fired and sued by all of the winy parents! And then you start fighting crime and getting all famous! You wouldn't even have these powers if it wasn't for me! Why do I get torn apart by lawyers for making you?"

"What are you talking about?" Peter replies as he rolls out of the way of another car-turned projectile.

"The spider that bit you. It was part of an experiment to test Globulin green. It would bite a subject and inject them with a retrovirus designed to make them produce Globulin Green. The subject would also gain adhesive abilities to add to the spider theme."

"You mean Stick um powers." Peter jokes as he dodges another car.

"Your extra sensory ability is the effect of the Globulin Green boosting your senses to peak level, and causing the hairs on the back of your neck to act as a motion sensor for the external environment, kind of like a spider. The fact the world moves slower to you is because your brain is now going so fast the world is slower in comparison. And that feeling in your muscles and your new found strength? That's the Green making your muscles develop more, and as a side effect is making your blood radioactive, which now does nothing to you but will help stop a mosquito from biting you and kill anything that tries to eat you."

"Wow, I'm fighting a guy who knows more about my body than I do, I feel violated."

"Please this isn't a fight. A fight is when both sides are doing damage to the other, this is a beating." Scorpion throws another car, this time hitting Peter in his chest, knocking him down to the floor again, "And now it's a shanking." He adds as he holds out his tail, the blade on the tip shining.

"Leave him alone!" A random police officer shouts, standing before him, "He ain't done anything to you but help this city!"

"You realize I could kill you without a single breath."

"Well do it, I'd rather die protecting this city than let you kill this kid!" His wish is granted when he swings his tail across him, cutting him in half and killing him instantly, causing him to drop his gun.

"No." Peter whispers quietly as he watches the police officer fall apart in front of him, distraught at causing that mans death. Gripping his hand into a fist. He leaps at the Scorpion, punching him in the face. Flipping over him, he strikes the back of his knees in with his feet, causing him to fall to his knees in pain. Dodging the tail strike, he grabs him by the arm and throws him into a car. Staring at him angrily afterwards.

"That man was just doing his job and you killed him like he was nothing, He could have had a family and you took him away from them!" Peter yells at him.

"Oh sorry, that a sore spot for you? Must have been tragic to lose your uncle." This freezes Peter, His Uncle? How did he...

"W-what did you say?"

"Your uncle? Ben Parker, the man who raised you, Funny, you had all the power needed to stop Denis Caradine from killing him and you didn't take it, that's something to haunt you." As Peter remains shocked, He kicks the smaller arachnid hero across the street. He jumps after him, landing on his wrists, breaking one and damaging its web shooter.

"Sad isn't Peter? How I know so much about you and you know nothing about me. Well let e introduce myself, I'm..."

-Flashback-

"Mac Gargan." Osborn calls from his office.

"Yes sir?" The man asks a he enters, his tail sticking out of a hole in his jeans.

"Well, as you ma recall, the other week I asked you to do something for me that was a little questionable."

"You mean releasing those spiders and causing the deaths of at least a fifty people, 20 of those being students? Yes, I remember that perfectly."

"Great, well as you can probably guess, a lot of their families are a little upset about the whole mess. To avoid being sued I've been forced to tell them the whole thing was your fault. As of this moment, you're here by fired and I expect you to leave without being dragged by security."

"Wh-What? Why? It was you who told me to do it!" Gargan shouts, punching a desk and cracking the wood.

"You heard me, You're fired Mac, Now if you don't leave now I'll be forced to have you forced out."

"N-No, y-you can't do this to me!" He tries to plead, "DO YOU KNOW HOW MUCH I'VE DONE FOR THIS COMPANY! HOW MUCH I HAVE DONE FOR YOU!" He Yells, grabbing the desk and breaking it in his almost crab like grip.

"Security!" Osborn yells, causing two suits with black glasses to come into the room, trying to grab him, he grabs one by the wrist and breaking his arm with his grip, before grabbing the other by the face, gripping in a similar manner until…

*Crack!*

Like a water balloon, his head just pops in Gargan's grip. Before he can turn to Osborn, a sudden tingle in the back of his head makes him move as a bullet just misses him. Looking at Osborn, he sees his former employee holding a gun to him, panic all over his face. He tries to leap at him, but the other security guard, the one with his head still intact, dives at Osborn, knocking him to the side and saving his life as Gargan falls through a glass window, falling a good twenty stories.

"Send the Slayer drones Now!" Osborn yells at the guard, "Send them after him!"

"Sir, I think the fall would have killed him…"

"You saw how strong he was! Gargan's got Globulin Green in his system; he must have gotten himself bitten by the spiders. Oh £^&, Gargan has Globulin Green, I'm £^&ed, I'm £^&ing £^&ed."

...

"I made those damn spiders, I made that damn compound! And all I have to show for it is these giant mitts." Scorpion mutters while looking at his giant hands, "You know I can crush a skull with them? Let me show you."

"Er, No thanks, I believe you." He replies while trying to move. However, before he can even start to move, a sharp, cold yet burning sensation enters his stomach. H grips it only to realize its wet; a cold blade is currently connected to him. He looks to see Scorpions tail blade currently lodges in his stomach, before the tail he's now attached to starts to lift up, taking him with it.

"Like the blade? Carbonadium, highly toxic. Your body is right now trying to reject its poison, and because of that, the Globulin green should be being blocked, rendering you completely powerless."

Just as he starts to smile underneath his mask, Scorpion senses what's happening behind him, causing him to dodge and drop Peter as a bullet just barely misses him.

Turning to see his attacker, he is almost bemused by the site of a 15 year old girl with red hair trying to put a cap in his head, only missing, really badly.

"Friend of yours?" He questions amusingly, "You know, you're supposed to aim then fire. Or are you just realizing its harder to fire a gun than it is in TV land?" Another bullet fires at him, he doesn't even dodge as it zooms towards the left of him, the recoil making his shooter lose her footing and land on her backside. "Not the best rescuer, are you?" As he's distracted by her, a rock hits his head, and another goes flying past him as the crowd around them, motivated by the scene before him, start to throw things at him.

"Leave the poor kid alone! All he did was protect us from bastards like you!" one shouts as he tries to protect Spider-Man and, by extension, MJ. As the crowd pelt rocks, shoes, and anything they can get hold of at the green clothed man, he starts to back away, being driven away.

"Lets get him!" on shouts, leading the Mob after the villain, planning to Lynch him.

As they chase after him, MJ runs to help Peter to his feet.

To him, the world is shaking. Dizzy from the Carbonadium blade's toxic effect.

"Peter? Peter get up."

"Mrrrr, MJ? What are, What are you doing here, wait." He grips his face, realizing he's wearing his mask.

"Relax, I know, I've known since before you began saving people. Come on, I'm getting you out of here." He puts the pun in the back of her jeans, flinching for a second upon realizing how hot it is, "Why is TV so unrealistic."

"Don't, I can help myself." He tells her, before stumbling.

"No Macho 'I can do this myself' bull$%!£, you're hurt." She drags his half awake body into a back alley, getting to the safest spot she can find and resting him against a wall, "$%!£, you need a hospital."

"No, No I don't, I don't need help, just leave me, I'll heal. I've been doing this for a few weeks now, I can heal."

"You were just stabbed, Ok? With a weird, phlebotinum blade or something."

"Don't act like you care Ok? You don't care about anyone, you wouldn't care if your parents died-"

"Shove the 'act like a douche to be alone' routine Peter, I'm not leaving you like this Ok?" she tells/shouts at him. "If you're ghonna heal, then I' ghonna wait until you heal. And for the record, my parents did die, and I did care!"

"Wha-What?" He questions.

"Just forget it."

"N-No tell me, you're parents died? I-I thought you didn't know what happened to them?"

"Well I did, Ok?" she sighs, leaning against the wall, taking the gun from her jeans and looking at hit, before sitting down.

"What happened to them?"

"My, my dad was a writer, and a gambler, not very good at either. He never got a book published, and was always in debt. He took it out on my Mom, who took it until he started to take it out on me as well. I was only 5 years old at the time they started to get divorced. So when they were meeting their lawyer in September, 2001, it happened."

"What happened?" she looks at him, almost like he just said something stupid.

"I'll give you a hint, the Lawyer worked out of the World Trade centre." A tear escapes her face as she looks down at her feet, "My parents died in 911, and for the next few years I bounced from relative to relative. I didn't really know how to deal with it, so I would just pretend I didn't remember what happened and just sorta acted out as a class clown for a while. My aunt Anna was the first person to tell me it was Ok to be upset about it, and since then I've lived with her."

"I, I'm sorry, I didn't know." Peter tells her, trying to move a little.

"It's ok. To be honest, you're probably the only person I've ever said that to."

"Well it was a very tragic story." A cocky voice tells them from above. They look to see Gargan standing above them, "Really, don't mind me, you two love birds enjoy your privacy." MJ reacts to his intrusion by trying to fire at him, actually getting an accurate shot.

The bullet zooms up, as its only a few centre meters away from his face, he reaches up and grabs the bullet, stopping it in his hands.

"Nice shot." He throws it back, hitting her shoulder and knocking her back down to the floor. He drops next to her, cracking his neck back. "You're pretty damn brave for a girl, or pretty damn stupid."

"Get away from her!" Peter yells, leaping forward and kicking him in the back, knocking him into a wall. Gritting his teeth and clutching his hands into Fists, Peter uses nothing but will power to drive out the effects of Carbonadium, using his powers to their fullest despite being injured.

Scorpion charges at him, only for him to dodge and trip him over, webbing him to the ground, he rips out of it, swinging his tail around, Peter dodges as MJ fires at him, getting a shot in his shoulder, his Kevlar laced uniform being the only thing that stopped a serious injury.

Distracted by the bullet, Scorpion is Taken By surprise when Peter jumps on his back, wrapping his arms around his neck and firing a line of webbing from the only working web shooter, grabbing it with the other arm and firing another, sticking both lines to opposite walls, using this to restrain him.

...Flashback...

Gargan sits alone in his apartment, looking over the news stories about the incident he caused and looking over the list of victims. "Parker, Peter, the only family not suing me. Wait a minute." He looks at the TV again, looking at the image of Spider-Man, the only footage. He holds the picture of Peter up to the TV, comparing them. "That son of a bitch. He's Spider-Man! He's getting fame for powers I gave him!" He punches the desk, cracking it around him. This would be interesting in and out of itself, had he not owned a metal plated desk. "Huh, almost forgot about this." He mutters at his display of power.

...

"Rrrraaagh!" He yells as he overpowers Peter, forcing him out of his grip, before pushing back into a wall and smashing the younger super powered being off of him, making part of the wall collapse on him.

"Owe." Peter mutters as he struggles to get out of the ruble. Scorpion stands above him, waving his tail around in a menacing way. As he approaches him, Spidey tries to think of a way to beat him.

He webs a large trash can, pulling it into the side of Scorpion before he can react, causing him to be knocked away. Quickly using this distraction to escape, he grabs his friend and pulls them both to the top of the building, jumping from this to the next building, and then from there. Getting to the place he stashed his stuff when he switched clothing, he replaces the broken web shooter with a spare one, before sitting down to rest.

"This has been the worst day of my life." Peter mutters as he holds an arm in pain. Sure, it's healed now thanks to his Spider powers, but it was still just broken only moments ago and he has just been using it far more than one should.

"Come on, you need to get out of here." MJ tries to tell him, he just pulls up his mask to look at her and shakes his head.

"No, He's going to come up here, and we're ghonna finish this, right here. You go, get out of here, its not safe."

"Bull$%!£, you're staying, I'm staying."

"You know, you're swearing a lot more than you usually do." Peter mutters quietly.

"Besides, I'm the one with the gun."

"That you can barely aim." Peter adds, at first she glares at him insulted, but then the two just start laughing.

"Is it weird this is the most fun I've had in a long time?"

"A little." Peter responds, "So, what else did you never tell me?"

"What?"

"I mean, like your parents, is there any other secrets?"

"Well, like what? You mean family stuff or personal stuff?"

"Family, like, what else don't I know?"

"I have a sister, about 19 years old with two sons living in Pittsburgh. And a cousin who's 14 and has bulimia. What about you? What don't I know about you?"

"Well, before these powers I was terrified of bugs." Peter jokes, "Don't know about any cousins, far as I know my Aunt May was an only child and my uncle and dad didn't have any other siblings."

"So, Aunt May is really your only family."

"Well, I kind of always saw Harry as the family I didn't have, you know? Like the brother I always wanted."

"Yeah, only sorta funny looking." Mary adds, "What else can you do? Other than jump and climb walls, what else can you do?"

"I can punch through Steal, I think, it broke when I tried but it might not of being really steal."

"So romantic, you two ghonna get a room?" A cold voice mutters from the side, "Maybe in a hospital?"

"Gargan!" Spidey shouts, moving in between him and his red headed friend.

"Oh, look who can talk." Gargan retorts, "You know what happens to a spider when it crosses a Scorpion?" Gargan's half destroyed mask shows his mouth as he licks his lips like a sadist, "They get eaten." He lunges at Parker, her flips him over with a judo flip, rolling over and punching Mac in the face repeatedly, breaking at least two teeth. Gargan kicks him off, whipping him with his tail, grazing him with the blade. Peter counters by grabbing the tail with a line of webbing, pulling ad forcing it towards Gargan's chest, causing his own tail blade to stab him. He punches Peter in the gut, before grabbing his face. Peter clings to his fingers, managing to squeeze out of his vice of death. Gargan knees him into the air, leaping up and striking him back down to the ground, before dropping down on him, elbow first. Peter recovers and jumps at him, performing a hurricanrana to flip him through a window, landing in a set of new cars. He throws several at Peter, who leaps onto one, kicks off onto another, webbing both to make them land in a safe, non-occupied, space. He leaps onto the last one, firing web strands at the sides of the car shop Scorpion is standing in, pulling them and forcing the car into Scorpion.

"He, run." Peter tells the surrounding patrons, causing them to vacate the building. He webs a fuel tank, throwing it into the car, causing it to crack and spill everywhere, as well as damaging the cars own fuel tank.

"You've been playing too many games, Dip $%!£!" Gargan taunts from his position trapped under the car, "gas tanks don't explode when you throw them and cars don't usually blow up that easily."

"Maybe, but hey leak fuel, which sets on fire when you make a spark, such as from enough friction." Pete stamps his foot into the fuel puddle, sticking his foot to the ground, before pulling it to the side like a match, setting it on fire, which spreads and explodes the two fuel tanks, hurling a severely injured Scorpion out of the store and into the street. Pete then of course gets a fire extinguisher to put out the fire, since starting an explosive fire and leaving it would be reckless and unheroic, totally badass, but unheroic.

"Admit it, you wish you thought of doing that." Peter taunts as he approaches Gargan, Who twitches with life, like a bulb that sparks.

"When my spine recovers, I WILL eat your face."

"So testy." Peter webs him to the ground, then rewebs that, and again, reinforcing his bound until there's at least a small hill of webbing.

He swings back to his original perch point, with MJ standing there waiting. Upon seeing him, and more particularly seeing him ALIVE, She runs to him, embracing him.

"Happy to see me?" Peter quips.

"No, but the roof top entrance door is locked and I have no way down." She replies smirking.

...

"So you think I should just let him act like a douche?" Peter questions as they walk back to the school, surprisingly not late for the first lesson. Still banged up, luckily no visible damage. Having changed back into his civvies, Peter walks with MJ back to the school.

"Yes and no." MJ replies, "Don't make a scene, especially one where even Kenny can work out who you are, and let Flash have his way, but find a different way to get back."

"Why, Flash won't work out its me, he's a gorilla."

"No, but others, such as people with criminal connections, will. When they can't hurt you, they'll come after me and May instead, and Harry, and anyone you care about. I'd rather spend every Tuesday smelling like I work at Footlocker than have my corpse pop up on the news."

"Oh, I see what you're getting at." Peter replies as he gets to his locker, taking out a history book. "So by taking it like a man, being the better man, I'd be acting more responsible and essentially protect everyone from vengeful criminals."

"Exactly. Its not like he has to win, we can always get revenge on him later, ok? Like the time with the stink bombs. He smelt like eggs for weeks."

"And you spent those weeks hiding in your locker out of fear of retaliation."

"Shut up. My point is we can just prank him, like, fill his locker with your webbing -recoloured of course to hide its origin- or play an elaborate My Face fake hot internet girlfriend-type prank."

"Well, he's coming no, what should I do?"

"I don't know, make some form of peace." As she says this, the blond haired brute they're talking about approaches them.

"Well, Puny Parker and Brainy Jane."

"Brainy Jane? seriously? Is that the best you can think of?" MJ replies.

"Shut it, I got a bone to pick with you. Today I got no respect since you got that lucky hit on me. The nerds just blanked me, I had to give them double swirlies just to re-establish my alpha wolf status. So I think..."

"Let me just stop you there Flash and apologies."

"Wai-wah?"

"I shouldn't of hit you that hard, or at all. I know you have your tough guy rep to hold, and to be frank I'd appreciate it if people didn't make a big deal, I mean, it was just one lucky punch. So we square?" Flash takes a moment to think, before punching him square across the face, and pushing him into his locker, much to the shock and fear of the surrounding students.

"Yeah, we're square. Now you." Flash turns to MJ, who holds her hands up defensively and just gets into her own locker without a fight. "Yeah, exactly."

"You ghonna let me out any time soon?" Peter asks through the locker door.

"Nope." Flash replies, before turning to the students around him, "Yeah! Flash is back!" He roars like a coyote, walking away to find new meat. As he leaves, MJ casually exits her locker, opening Peter's afterwards.

"Oh, did I tell you I just LOVE this new plan?" Peter tells her sarcastically, rubbing the side of his face. "It just screams fun."

...

Mac Gargan, dressed in a Rikers Island inmate uniform, is in jail, his powers neutralized by drugs, his tail amputated for safety reasons, ad currently escorted through the prison halls, leading to the visitors room. To his shock/surprise, and rage, Osborn sits at the table he's been assigned, wearing a green dress shirt and a purple suit.

"Osborn." Gargan mutters as he sits down at the table.

"Gargan." Osborn relies in a similar tone, thought notably more affable and smug than Mac's. "I see you're still in shape, your powers may have been disabled but their effect on your body is still present, looks like you don't have to worry about the showers, huh?" Osborn grins at Gargan's obvious anger at the comment.

"What do you want Osborn, I was planning on killing the prison rapist who got to my cell mate today, and I'd like to get back to that."

"I want to know who this Spider-Man person is. From what I've heard, you know who he is and I'd appreciate the information."

"What? So you can go and use him, or worse, kill him? Fat chance Osborn, the bug's mine, I want to be the one to squash him."

"Oh really? You realize that it's only a matter of time until my agents find who it is; after all, I can just look over the records of those bitten and do some blood test, or order a hitter on all of them and see which ones survive."

"What makes you think it was one of those kids bitten by your damn arachnids? Could just as easily be a mutant."

"Yes, but the chances of a mutant with he same powers of my drugs are extremely, almost no-existentially slim. Besides, Mutants are secret remember? For now lets pretend they don't exist. What other options could it be? An avatar for some spider god? Yes, I'm pretty sure its one of my spiders."

"Well, enjoy your hunt for him; hope it ruins your life." Gargan tells him as he starts to get up, signaling to two guards to escort him away, "Oh, and Osborn, Green and purple suits you, makes you look like the goblin you are." He comments while being lead away, Osborn merely smirks at it.

"Now that does sound good, Green Goblin sounds almost like Globulin Green itself." Osborn musses as he leaves the prison. Walking to his private Chopper with his Butler/Pilot/Driver outside the door. "Bernard, take me home, oh, and arrange a meeting with Von Doom, about time we discussed H.A.M.M.E.R."

"HAMMER Sir? What does that actually stand for?" Bernard questions as they enter the chopper.

"Ask Von Doom, he picked it." Osborn replies, taking a glass of Champaign from inside the helicopter and sipping it as Bernard flies it away.

...

_"So in the past few weeks my life has change significantly. I lost my uncle, but his death has taught me the one lesson I shall always remember. Should evil practice its evilness in my city, I shall be there to intervene. While they laugh and ridicule Peter Parker, the world shall know of the exploits of Spider-Man!"_

"Hey, can you not monologue when swinging, it's really dorky." Mary Jane comments as Peter swings with her in his arms, Peter merely rolls his eyes behind his mask at his best friend's inability to understand the importance of monologing.

"Like you can talk about dorky, little Miss Trekky." Peter quips back, avoiding a pigeon while swinging.

"At least I didn't claim that LARPing is superior to any sport and should be used to resolve all wars and conflicts." She responds.

"Do you want me to drop you?" Peter replies, making her look how high they are and instantly shut up, "Didn't think so."

...

-Next time-

At MJ's urging, Peter gets a job at the Daily Bugle, to try and finance his web fluid materials. However, after befriending the reporters and meeting his old friend Eddie Brock Jr Peter discovers the Criminal underbelly and its ruler. Who is the Mysterious Silvermane? Meanwhile, Harry and Flash compete for Liz Allen's affection while new student Felicia Hardy tries to fit in. All in the younger and radical days of Spider-Man's Evolution!

...

So how was it? Good, Bad?

Tell me your ideas on how to improve, and your suggestions on how to depict the upcoming super villains.


	4. Working Class Hero

Hello to all the readers reading this. Quick shout out to Key and Lock, so far my only reviewer for this story. Thank you to the others who read and favourite this, but while I enjoy the knowledge that some like this, I'd proffer a review to tell me how good it's been so far. I'd like to know what to put in this story, this is my first time trying to put as many genres as possible, so I'd like if I could get some ideas.

...

"Hey Shocker, how you doing?" Spidey asks the attempted bank robber while landing above his head.

"Spider-Man? You again? Damn it, well I'm not losing to you again!" The yellow and red fiend fires a blast at him, only for it to be dodged and have a ball of webbing crash into him, sticking him completely to the floor of the bank.

"Huh, hear that? Police sirens, looks like somebody is going to jail. Now, should I make a prison rape joke?" Spidey asks himself, "Am I above that? Or is m sense of humour capable of such darkness?"

"Nah, it's too dark." A voice from an ear piece in his left ear says to him, prompting him to reply.

"Maybe you're right MJ, say, how's the ear piece working on your end?"

"Its fine, not the best reception but you know, you get what you get."

"Who are you talking to?" Questions Shocker, who gets another shot of web fluid to the face as his answer, before being left by Spidey as the police come.

"So, what are you thinking now?" MJ asks him s he swings away.

"Money, I need a job, but I really don't have time to work."

"Maybe you can think of a way to make money from your super heroics."

"Nothing I can see, I guess I'm just a..."

**"...Working Class Hero"**

...

Peter lands outside the school behind an alley, completely unnoticed. Changing, he walks out of the alley, stuffing his mask into his pocket and entering the school. After avoiding Flash and getting to his lesson, he sits at the table he always sits next to MJ and Harry.

"So what exactly are we doing today?" Harry asks, bored. Science may be Peter's favourite subject, but to Harry its just one more hour to wait until home bell.

"Something to do with space." MJ replies, kneeling on her stool to tie her shoe laces in three loops.

Peter enjoys an interesting and thrilling lecture about Space and the NASA Star Wars program, but had to deal with spit balls from Flash.

While Harry dealt with an incredibly boring lecture about something to do with space and nukes, and having pencil shavings poured down his shirt by Flash.

And MJ sat through a lecture on Some Space program that she only half understood and needing explaining, and having her bra strap constantly snapped by Flash.

Flash however, enjoyed a fun hour of messing with the nerd, the rich kid, and the chick, while not even listening to Dr Connors lecture on something, possibly involving Shakespeare.

While Kenny just enjoyed laughing at Flash's antics. Oh, and Dr Connors was talking about Art or something, he thinks, he showed images of some weird drawing of a satellite or something.

Randy tries to resist the urge to tell Flash to knock it off because He's trying to listen, and missed the last part about how they can compare this to some of the fears people had of the Space Race during the Cold War.

"Ok, that's it for today. Here's your Homework, You'll be graded on how little was just copied and printed out from Wikipedia. Peter, Hobie, Max, you can get a pass since you three have already written some great essays on this last year."

"Will we have to make it a presentation or..." MJ asks the teacher but gets cut off.

"No, bullet points are fine, as long as you show you understand what I just told you. Now run along, your next class starts in fifteen minutes and I' sure your English teacher will tolerate being late a lot less than I do." Connors waves the class off while putting away his sheets of paper.

"Hey!" MJ shouts to Peter while running at him, had he not had super powers he would have been knocked over when she tackles/hugs him. "Guess what?"

"You found a pair of jeans that fit?" Peter jokes, earning him a playful punch on the arm.

"No," She pauses, looking down at her jeans before pulling them up a bit, "no, I found a way for you to earn money."

"If this involves getting a job where you work than don't bother, your boss hates you enough as it is for constantly stealing food from the customers, never mind if you hired one off your friends to steal more food from the customers."

"Please, Mark isn't my boss, he's my supervisor, and he only hates me because I shot him down."

"You shot down Mark? Why? He could have beaten up Flash."

"That's besides my point, look at this." She holds out for him a newspaper to read.

"Daily Bugle? Didn't they go out of business when they launched that smear campaign against Mayor Fisk because of those rumours of him working for Silvermane?"

"No, they just got a few newsstands burnt down, go on, read the page."

"Osborn to release Spider Victim list? How does this earn me money? If Harry's dad can give this information to the Bugle, they might be able to work out it's me-"

"No, wrong story, look at the bottom."

"Pictures of Spider-Man wanted? 200 hundred dollars for every photo? How am I supposed to take pictures of myself stopping crimes?"

"Hey, you're the genius here; I'm just the kinda smart class clown with the cool shirt and nice jeans."

"That doesn't fit."

"Shut Up!" She hits his arm again as he laughs, "Just figure out a way to take pictures."

"Fine, fine, I'll give it a shot, who knows, maybe the boss will be a nice guy."

...

"Brant! Where the hell is Urich with that story?" A tall, stubby man shouts through an intercom towards his much younger assistant. A greying man, his box cut hair is visibly starting to decrease in hair line, while his face is decorated with wrinkles and a small moustache, one that looks like the kind a certain Austrian-born German dictator wouldn't be seen without. Outside his office, a younger, 19 year old personal assistant, with tanned skin and short chin long hair, answers on the intercom.

"He's coming now Mr Jameson."

"Well he better be, Miss Brant, or else he's fired!" The editor in chief, John Jonah Jameson Jr, or J Jonah Jameson or even JJJ, walks around his desk, looking outside at the window, "Urich is the best investigative Journalist on this side of America, it's only a matter of time before he works out who it is behind that mask," He looks at a previous newspaper published, with the headline reading 'Who is Spider-Man', "Damn vigilante, people like him distract the public from the real heroes. How come we don't get sky scraper high profits for writing about the new Police Commissioner wrestling that gun from that terrorist, or my son, John, discovering Ice on the moon? Not to mention how many others are ghonna try to impersonate him, same thing with this Daredevil Character, or this Moon Knight, all vigilantes placing themselves above the law. We have police for a reason, why don't they just donate whatever training, or technology, or knowledge they have for fighting crime to the ones with the badges. Damn kid is ghonna make others want to go fight crime, only a matter of time before we've got copy cats running around using guns and hockey pads-" A buzzing noise from the intercom cuts him off.

"Mr Jameson, who are you talking to?" Brant asks her boss, looking through the glass wall.

"Miss Brant, don't interrupt me when I'm talking to myself, I told you about it the last time you did it. Now where was I, oh yeah, copy cats. As soon as others start doing what he does we're ghonna have a million articles about kids wearing masks found beaten to death by thugs. He's a menace this Spider-Man, and the public need to know this. And I, Jonathan Jonah Jameson Jr, will be the one to tell-" A buzz from the intercom causes him to stop.

"Mr Urich is here." Betty Brant tells him over the intercom.

"Fine, send him in."

Outside his office, a tall man, bald headed with a small goatee, wearing a trench coat and a detective hat over a dark shirt and jeans, waits beside his photographer and a mentee. The Photographer, an equally tall young man, one still in college and no older than 18, waits for his mentor to enter the office. Wearing a pair of jeans, a sleeveless black shirt that shows his quite large build, and simple shoes, he looks like any teenager, his blond hair spiked up in the fringe only makes him look younger. The New Jersey living Eddie Brock Jr watches through the glass walls as Ben Urich talks to Jameson about his progress with his investigation.

"So, Beautiful, any idea what they're talking about?" Eddie asks Betty Brant, the equally young PA of Jameson, who is currently working her way through University to get some form of degree in Journalism. Eddie too is seeking a career in Journalism, planning to become a photojournalist reporting from the front lines while covering wars, and goes to the same University as Brant, and even same class, and as such has a somewhat close relationship. Often flirting/insulting each other for the sake of it.

"Oh, just how they can't afford all the employees and is thinking about firing you. If I was you I'd start cleaning your desk as soon as possible."

"Ha, jokes on you, I don't even have a desk."

"Really? Wow, Jameson must hate you."

"So what's the latest Urich?" JJJ asks his good friend and loyal employee.

"Well, look for yourself." He holds out a small PDA and places it on the desk, Pushing a button to cause a hologram of folders, "Gotta love Start Industries, they make you feel like a Comic book character." He mutters as he goes through the files with his hands. Opening a folder marked 'Who is Spider-Man'. The image gets bigger, showing a detailed map of Manhattan, Queens, and a few other cities. "Spider-man, mostly operates here, to here, so I assume he lives in Queens," He points at Queens, the surrounding area and parts of Manhattan closer to Queensborough. "Apparently, he's a sarcastic son off a bitch so I'd say he's smart, a little cynical, but smart, implying he's gifted academically. He targets street crime, particularly muggings and usually if it involves helping people, so he may be a bullying victim who is using this as a 'release'. He's quite skinny, and acrobatic, so I wouldn't say he's big. The most interesting thing is, he reduces activity in between eight to twelve and then one to three. He's a student, a highschooler."

"You could tell all that by looking at a few bits of information?"

"Hey, get me a shoe impression and photo I could tell you his date of birth and his favourite flavour of potato chips. I told you before, I'm a modern day Sherlock Holmes."

"Well, Mister Conan Doyle, tee-"

"Actually Doyle was a 'sir', so it's Sir Conan Doyle." Urich interrupts with a joke.

"Whatever, what else you got?"

"Well, other than him being left handed, I can't really give you much. However, Norman Osborn is agreeing to share some serious info on their little trouble with those spiders. I was thinking, a bunch of spiders get loose, all special and give people super powers, not to mention they all bit a bunch of High school students. Now, if we look over the list of people who were bit but didn't die or get taken to wherever the Government took them, we can look at whoever is more likely to become a vigilante."

"Wait, hold on for a sec, He's left handed?"

"According to witnesses, he Punches, kicks, and dodges o the left. He's either a lefty, or a righty with no sense of direction."

"I have to ask, how did you make the leap from his, time of activity to him being a kid?"

"I read Death Note, that L may be a sociopathic son of a bitch, but damn was he a good detective."

"Ok, go, come back when you have something." Urich replies with a salute, which as he turns away changes into a sarcastic goodbye wave.

"Enough flirting Brock, tie to go to work."

...

"...Right, thanks, bye." MJ shouts to Liz Allen as they depart after walking together. Heading to her locker, she opens it up, replacing the books.

"Gimme BRAINS!" Peter shouts as he jumps up behind her, causing her to shriek a little and drop her books, "Scared ya huh?"

"Don't DO that!" She hits him a few times, to which he just laughs.

"I figured out how to take the photos by the way." Peter tells her, trying to change the subject, "Need your help."

"How?"

"I need you to talk to Hobie."

"Brown?"

"Yeah, I figured I could wear like a tracking device, and have a bunch of web cams hidden around the city with like, detectors or something. Swing past, camera rolls, I take still frames from a computer, then collect on profit."

"Then what does Hobie have to do with it? You're not, like, letting him in on the secret are you? I know you two play Halo and WoW together but I don't think that really makes you close enough to share secrets as big as that."

"I don't," Peter interjects, "He doesn't need to know, but I, in all honesty, have no idea how to make this receiver thing. I'm better at Chemistry and Biology, Tech like that is his thing."

"So why do I have to talk to him?"

"He only does favours for people if they give him something in return, I used my favour to help hack my game and add Sonic as a Playable character."

"Dork,"

"And I still haven't returned the favour, I was going to buy him Reach once I start earning some money."

"So you want me to ask him to make this? How do I explain why I want this?"

"Say its security."

"Ok, I'll do it. But I expect a favour off of you-"

"I'll take you swinging."

"Deal."

...

"Hey Hobie, watch you working on?" MJ asks him as she enters the computer lab, "Hey Max, you waiting for something?" Max Dillon, a blond haired boy sitting behind Hobie, merely nods to her question.

"Tracking chip, trying to Low jack Flash to get out of swirlies on Thursday." He replies.

"Oh, that's actually funny, I was hoping for some sorta tracking thing too."

"You want to Low jack something?" Hobie asks, taking a small break from it.

"Sorta, any chance there's a way to set a few wireless web cams to start recording when the tracker comes near."

"Oh, so like, to watch someone?" Max asks.

"Exactly."

"Well, this is it," Hobie hands Max a small bag of penny shaped tracking devices and a wireless receiver. "There's your wireless tracking device."

"And here's your copy off Xbox Magazine." Taking the bag and receiver from his hand, he hands him a magazine in return, before leaving.

"So, Web cam, connect it to the receiver here, fix it so they share a power coil, one goes off, the other starts recording, Solar panel connects here so you wont need to change the batteries every day," Doing these as he describes them, Hobie Brown, a skinny kid with dark skin and simple haircut, wearing the most dorkiest sweater vest anyone can wear without being beaten to death, just reworks the left others of his last project to make this, "Receiver here, just change the frequency here so it doesn't mix it up with Max's toys, and done." He pushes them to the side, taking out a piece of paper and quickly drawing out instructions on how to make it, and taking a few spare parts, enough to make five more, he writes two last things down on the paper before handing it all to MJ, "I wrote down a place that'll supply more parts in case you need it, and that's all."

"Kay, thanks, I'll be going now and just tell me what you want to repay-"

"I want you to pretend to be my girlfriend. I sorta lied to my cousin that I have a hot Girlfriend so I need someone to cover it up."

"All right then, thank you for indirectly calling me hot, I'll see you later."

Leaving the computer Lab that he works in, MJ walks back towards her locker, passing Max Dillon as he hangs upside down from a rope around his ankle from the side of a staircase.

"I got caught slipping it into his food. This as a complete failure, want the spare trackers?" He hands her the bag of tracking chips, before returning to upside-down pouting.

"I'll come back later with help to cut you down."

"Don't worry, That senior Carl Lucas offered to come back with ladder to get me down."

"Oh, Ok, well, bye now."

"Wait, you could at last keep me company!" He shouts after her as she starts to leave, "Damn, don't listen to me you oblivious bitch, I'll just wait here, wishing Flash tied it rough my neck instead, like I always do, alone, God, I wish my imaginary friend didn't get arrested for underage driving."

...

After a few days not only has Peter reverse engineered the new web cam/tracker, but recreated nearly a hundred of them. Hiding two at every bank, store, bridge, streets with high crime rates, or place of interest, Peter just goes about his day hoping to get a few scenes of him fighting.

That's why it's a bad idea to be a handbag snatcher right now.

"Yeah, ghonna get away with it this time, yo." A skinny teenager mutters to himself as he runs past an old lady, grabbing the bag she was holding and moving away. Not running, but hoping, like a Toad. The teenager, wearing ripped jeans, dirty clothing, and with a shaggy haircut and skin so pale it looks green, keeps hopping, not realizing that this particular street is within Spidey's earshot.

"Hey, don't you watch TV? Thou shall not snatch, it said so on Futurama." Spidey taunts, landing onto the corner stop.

"Hey, not you again!" The snatcher replies, terrified, "You already busted my twice last month! Please just let me run this one time."

"Well, I could, if you hand back the hand bag, Hey, it almost rhymes."

The snatcher, lets call him Todd, slowly holds the bag towards Spidey, who, clinging to the wall, slowly reaches for it. However, Todd just spits at him, covering Spidey's face with a thick green mucus before darting away again.

"Ok No one spits on me, especially if they have super spit." The Web head mutters to him, webbing Todd's feet and pulling him back, tripping him and trapping him.

"Freeze!" Officer Dewolff shouts as she holds her gun towards The Spider, having arrived just in time before he leaves, "You're under arrest for illegal vigilantism and public indecency!"

"Indecency? Is this about the panty lines in my suit? I knew I should have gone commando, but it feels awkward."

"Put down the Gun Dewolff, he's done nothing wrong." Her Partner tells her. Detective Stacy exits the police car, holding one hand to his partner and another towards Spidey, telling the former to disarm, and the latter to stay still, "He ain't a vigilante. He doesn't dish out justice or take the law into his own hands."

"I don't?"

"Look at this guy, Tolensky, third time I've picked him up for petty theft, just a little tied up. What would you do when apprehending a suspect Dewolff?"

"Tackle and cuff."

"And he just cuffed 'em with his web, ain't it right? Spider-Man?"

"Yeah, sorta, what you said."

"Look up the word Vigilante Jean, you'll learn something."

"Look up the phrase 'Bite Me', you'll learn a few things."

"So, can I just leave? Don't I have to do something?"

"Well, as far as I'm concerned, that was a citizen's arrest, was it not? You're free to go."

"Ok, Thankee Gordon, I think Robin is waiting in the Bat mobile so I better skidaddles." He leaps off, swinging away.

...

"Mr Jameson, another photographer is here with Spider-Man photos." Ms Brant tells her boss through the intercom.

"Send 'em in." He waves towards the doors, causing Peter to enter nervously.

"Why are you photographers getting so dam young?" JJJ asks himself, "Sit down for a few seconds." He signals for Peter to sit at a chair while he himself walks towards his own coffee machine, ne. After drinking a cup, "Name?"

"Er..."

"Name!" He repeats himself, slightly less tolerable.

"Peter Parker sir, but I'd like to keep my name anonymous on the print-"

"Wait, Parker? Richard and Ben Parker?"

"That's my dad and Uncle."

"Huh, good men, the Parker Brother's, remember 'em like it was a week ago. Stationed in Korea, hell of a place at the time. Richard, oh I didn't think he'd last a week, Ben, Funny as hell but too damn nice to be a soldier."

"You knew my dad-"

"I'M TALKING! Any how. I heard about their deaths, tragic, the world lost two great men. Now, let me look at these." He picks up the portfolio, skipping through.

Looking through the images, JJJ looks at the screen caps of Spidey confronting Todd, along with a few images of him breaking up a gang war, and stopping a drug deal.

"Huh, these are actually pretty good."

"Really?"

"Well, Good for Crap, they're like the kind off crap all the other crap in the world look forward to be, or what all the real stuff looks down on. Like a half full, half empty deal. Not the best work."

"I'm sorry, Mr. Jameson, I'll come back next week with some better photos."

"Yeah, I expect that, since you'll be working for me. Freelance at least. They may be crap, but in comparison to Brock's crap, it's like magic. I'll give you 400."

"But Mr Jameson 4 just isn't enough-"

"Relax, Rome didn't burn out in a day, whatever you want the money for can wait, just do that as well and save up. Now, 400 dollars-"

"Wait, 400 dollars? I thought you meant cents."

"What? How cheep do you think I am? That's what's wrong with the youth of today, you all think we're cheap but you expect riches. Here's your slip, give it to the girl outside, she'll give you your check."

"Wait, this is for 16 hundred? Not 400."

"Yeah, because I'm ghonna use 4 o' these, so you get paid for each photo, did you think 400 was for the whole thing?"

"Er..."

"Do you have problems kid? Because for a Parker you sure are slow witted."

"Er, no I just..."

"I tell you what kid, you come back with more photos, I'll buy them off ya'. Now, get out of my office so I can work on the headline. Spider-Man, Menace? Yeah, that sounds good."

"Menace? He was stopping those criminals."

"He's a vigilante, who take attention away from the actual heroes in the world, like my son, John, The astronaut, the first man to play professional sports on the moon."

"Ah, technically, he doesn't actually take the law into his own hands, he just apprehends the criminals, he doesn't actually punish them, its technically just citizens arrest."

"You know what kid? Let me decide how to run my paper, and I'll let you sell photos, now, are you ghonna get that check from Ms Brant, or are you ghonna stand in here, waste my time, and make me miss the deadline?" Sighing in defeat, Peter leaves the office as Jameson goes back to planning the front page.

Leaving the Office, he walks up to Betty Brant's desk nervously.

"Hi, Welcome to the Daily Bugle." She tells him smiling.

"Hi, Mr Jameson told me to give you..." Peter starts to ask Brant for the money, until he gets interrupted.

"Oh my god, if it isn't Little Peter Parker," Eddie comments, causing Peter to look at him, "Dude, you got taller, still got a giant head though."

"Eddie?" Peter questions, a small smile appearing on his face.

"Dude I haven't seen you in like two years, how's Osborn and Watson?"

"They're fine, Harry's got a tattoo and quit smoking and MJ started taking Martial arts lessons."

"He quit? Didn't think the little pot head could."

"Ok, so, you know each other?" Brant asks the two.

"Yeah, Peter here's been like my little brother since we were kids, what are you doing here man?"

"Selling some photos I got of Spider-Man." He replies, handing the slip to Brant, who proceeds to prepare and hand him a check.

"You Freelancing now? You know it's a big step up from school news paper."

"I know, I just figured I could make some money to help pay for the house bills." Peter explains, 'And web fluid and suit materials.' He thinks to himself.

"Yeah, I heard about your uncle, tough break, sorry man."

"It's ok, at least he died a hero."

"Well, if you want, I can introduce you to my mentor here, Mr Ben Urich, genius, total genius, He's actually nearly cracked who the Spider-Man is." Eddie leads Peter towards Urich, as he and another reporter go through several documents.

"Urich, I want you to meet Peter Parker, he's an old friend of mine and is apparently started Freelancing photos." He explains to his mentor.

"Peter Parker? I think I've heard that name before," Urich mutters to himself, "Well whatever, Ben Urich, investigative Journalist, this is Ned Leeds, he's helping me work on this."

"Nice to meet you." Ned Leeds, a man from Korea roughly the same age as Eddie with black hair wearing a dark blue shirt and slacks, adds, shaking Peter's hand.

"So, what are you doing now?"

"Well, this," Ned places a hand on the pile of papers, "is all the information on the accident at OScorp with those spiders, this is everyone bitten by a spider that hasn't died or left the city, we might be able to find out who Spider-Man is."

"WH-What?" Peter questions.

"Not all of them, there's a few more in my car, hey, you two watch this, Eddie, come help me get them." Urich steps back towards the elevator, followed by Eddie.

"So, Freelance, that's a, I'm not entirely sure what that means." Leeds comments, before turning to face Betty Brant, "Hey, watch these for a sec, I need to go talk to Betty for a sec."

'This is bad.' Peter thinks to himself, looking through the papers, 'If they find me in this, they'll know its me. I mean, come one, photographer? I can get photos of him, better than anyone else, and I was bitten by the spiders, the only way I can make it more obvious is if I pretend to be good friends with the guy or don't bother cleaning up wounds.' Flipping through the papers, he looks at the listed names, before finding the bit on him, 'Oh thank you Odin that my page was here, must have been where Urich heard my name from. Ok, Spider-Sense, do your thing, anybody watching. No? Ok then.' Carefully taking out the page on him, he puts it into his pocket, sneakily replacing the papers in time for the Elevator to reopen and Urich and Brock to return, stack of papers in hand.

...

Meanwhile, as the teen from earlier, Tolensky, walks through the street, having been released on grounds of little evidence, a large silver limousine, big enough to hold several people, drives past, slowly stopping as it gets closer to him.

"Oh, Oh no, please not be..." Tolensky mumbles as the window starts to unwind, "Eep!" He screams upon seeing the one inside the Limo. Before he can hop away, two thugs emerge from the other side of the long vehicle, both running around and grabbing Tolensky before he can escape. Dragging him into the Limo, they close the door after them, before driving off.

"S-Silvio, I didn't expect you to come and pick me up, y-you should have called."

"Silence Tolensky, you slimy little Toad." Tolensky is silenced by the voice of an old man, at least 70, with silver-grey hair and a white suit, "I smuggle you into the country from that god awful place you lived before-"

"You mean Manchester?"

"Silence! I smuggle you into America, I give you a place to live, and loan you three grand to get by, and all I ask is you return to me seven hundred dollars a week until your debt is paid off, and you fail within the first month? Give me one good reason I shouldn't drive to a warehouse filled with more of my customers and make an example of you?"

"Ex-Example? You don't mean you're ghonna snuff me? Right?" No answer, "Spider-Man! Spider-Man! He keeps busting me every time I try to get the money to pay you back. I swear!"

"Spider-Man? Is this a joke?"

"'Fraid not boss," one of the hired thugs in the car, with an unusually large forehead, to the point it looks like a hammer, wearing an Armani suit with a purple dress shirt underneath, "All our boys 'been talkin' 'bout 'im, 'pparently he's faster than bullets and stronger than Ox over there."

"How is that possible Hammerhead?"

"Some o' the boys think he's some kinda freak, like that guy, what's his name, Kravenoff, or like Captain America."

"A Super human? Fighting crime? What is this? A comic book?"

"More like a fanfiction based on a comic book if you ask me." Tolensky mutters to himself, getting a glare from Silvio.

"Tolensky, what is it you do again?"

"Purse snatchings my MO, but I can pick pockets and-"

"No, I mean, what CAN you do?"

"You mean-"

"Yes."

The limo stops, allowing Tolensky to stand up. He hops into the air, back flipping and gripping onto the ceiling of the large vehicle.

"That's part of my mutation, the other bits are a little gross."

"Show me."

"Well, open a window."

Hammerhead opens the door window, so that Tolensky may show them. As a woman walks past, Tolensky opens his mouth, allowing his several feet long prehensile tongue to shoot out, grabbing the woman's purse out of her bag. Next, he sticks his head out the window, looking up. He sees a bird, a pigeon, fly above them. He spits at it, allowing a blob of mucus to hit the bird, coating it and causing it to fall onto the road. A car screeches in the background and a few people scream, possibly the driver of that vehicle, as Tolensky sticks his head back.

"Mortimer Todd Tolensky, I think Toad is a better name for you." Silvio smiles, as the teen looks up, a little scared at his smile.

...

Peter's alarm clock beeps, as he starts to wake up. Stretching, he reaches over, pressing the snooze button.

"Up!" Mary Jane yells, jumping onto his sleeping bed.

"Wha MJ!" Peter yells, pushing her off of him, accidently too powerfully, causing her to fall flat onto the floor. "How did you-"

"Aunt May let me in. Told her I'd wake you up. Rise and shine Scarlett arachnid. Wednesday today, so I need you to cover my ass at school with your danger sense."

"Can't you just taser Flash in the nuts again so we can have the day off."

"Aunt Anna took away my taser last time I did it. Apparently self defence doesn't cover bullying."

"Whatever, can you get out so I can get dressed."

After dressing, eating, and getting ready, Peter and MJ walk outside to the school bus.

"Can't you just swing us there? It'll be faster." MJ asks him as they get on, flashing their buss passes and sitting down.

"Could, but bus is easier. I have to actually pull my weight around remember, it's hard to do it constantly, and I need to save web fluid for when I can."

After a fifteen minute bus ride, the two enter the school, to find Harry before the first lesson.

Flash stalks the halls, looking for possible meat. He just humiliated both Hobbie Brown and Jessica Jones, now hanging from a fence, now he needs to find Parker and his little trio.

That's when he spots Harry Osborn, by his locker, opposite the girls changing room. He approaches him, like a shark after a seal baby, pushing, and almost shoving, some random girl with a white shirt as he stalks his prey. A few feet away, he's mentally playing the jaws theme. He jumps at him, sticking his hand down his pants to grab his underwear, finding nothing.

"Huh, what gives?"

"Ha! I'm not wearing underwear today! Butt Scratcher!" Harry cries with joy, holding his hand up in victory. Then Flash socks him to the ground.

"Messed up freak, who would trick a guy into touching your own butt, its messed up." Flash questions, not realizing how it as his fault he touched another man's butt.

"EUGENE!" An angry, female voice yells, scaring Flash for a second.

"Liz?" Flash questions, turning to his Ex as she exits the girls changing room after seeing everything.

"Yes Liz! What were you thinking? Punching Harry like that! You're nothing but a bully." Liz Allen berates her ex boyfriend, helping Harry up, "C'mon Harry, lets get you to the nurse's office."

"But Liz, you only saw part of it! He manipulated it all I swear!" Flash calls after them as they walk away.

"Damn it, why's she suddenly all clingy to Osborn?" Flash questions to Randy and Kenny as they join him.

"Because of the whole maternal instincts thing. Chicks dig guys whose lives suck. They find it cute." Explains Randy, "I lost my virginity to a girl who felt sorry for me after my previous girlfriend broke up with me."

"Yeah, and this one chic totally made out with me when I nearly drown to death in the frozen lake." Kenny adds, eating a meat roll.

"That wasn't making out; that was CPR." Randy tells him.

"Then why did she totally feel up my chest?"

"She was trying make sure your heart was pumping."

"Then why did she cover me up?"

"To stop you from hyperventilating."

"Then why did she-"

"She gave you a ride to the hospital because she was an Ambulance driver, that's why she was there in the first place."

"Then why-"

"Because she had to push you into the hospital, its part of the job."

"You just had to ruin the memory of my first kiss, didn't you? Wait, where's Flash?"

...

As Harry and Liz sit at a bench, talking, Flash approaches them, his arm in a cast.

"Flash? What happened to you?" Liz asks, after noticing him and his arm.

"I was playing football with Kenny, and when I tackled him, he fell on me." He claims, feigning pain.

"Oh, you poor baby, here, sit down. I always told you not to play that game, you know how dangerous it is."

"Yeah, I should have listened to you, you're so smart."

What?

"What?" Harry questions with surprise, thinking the same as the narrator.

"Was that surprise at his injury, or his compliment?" Liz asks, confused, "You don't think I'm smart?"

"Oh, don't listen to him, he uses women like socks."

What?

"What?" Harry again questions with surprise at Flash's hypocritical remark.

"See? Listen to him, such a sarcastic jerk." Flash claims, "No respect for anyone or anything."

"Here Flash, you stay here, I'll get you a juice can."

"Get three." He replies, hitting her backside as she walks, clearly with no respect for anyone.

"What. The. Hell?" Harry questions Flash's act.

"I'm on to you Osborn, two can play at your injured puppy games."

"That cast isn't even real is it?"

"I made a deal with some drama nerds. I leave them alone for a few days, they give me fake injuries. Liz is mine. She's the only girl who puts out."

"You're a pig whore."

"Excuse me?"

"A pig combined with a whore. You're as disgusting as a pig, and as sex obsessed as a whore."

"Yeah, well I'll be the one who gets Liz, and you can complain about it all you want, you little geek."

"Oh yeah?" Harry questions, looking to see Liz is coming, before throwing himself to the floor.

"Harry! Are you Ok?" Liz questions him while seeing if he's Ok.

"Yeah, I us fell, or someone pushed me." He looks over to Flash, casting suspicion.

"Flash? Did you push him?"

"What? No! He through himself to the floor!"

"Why would I do that? I got a graze on my arm when I landed and it really stings, what insane person would purposely injure himself to get a girl? Huh?"

"Oh you little £^&tard."

"FLASH! C'mon Harry, let's leave this jerk!" Liz Storms off, dragging Harry with her and pushing past some blond girl.

"Oh the game is on." Flash mutters to himself.

...

"...Seriously?" Peter asks into his phone while swinging through the city.

"Yeah, he's totally not even trying to beat anyone up. I just spoke to Phil Urich, he said Flash hasn't even got to him yet." MJ replies on the phone.

"So, because he's trying to get back with Liz, he's leaving everyone alone? Remind me to thank Harry for being such a genius."

"Already thanked him on your behalf."

"Well, I'll do it again, he deserves two thank you's for this-" Peter stops when he senses something coming. From the far right behind him. He lets go of the web, spins, and fires another, pulling himself lower, just as a blob of green sludge barely misses him.

-Flash back-

"So what is this?" Tolensky asks, wearing a green body suit. It covers his whole body, and has a little switch on the chest, which when he turns it on, it glows slightly.

"From my, connections, I was able to get a Stark Tech prototype. This suit will provide protection from blunt force, and low calibre gun fire, in case this 'Spider-Man' is packing anything. Now, this," Silvio hands him a large, whitish silver dome-like body armour, which he promptly slips on over the green suit.

"This will provide protection from high power weaponry, it could, potentially, survive tank piercing rounds."

"Sounds sciency."

"That is what it is. I'm not scientist or book worm, but I do understand that, from a criminal's perspective, science is our friend right now. Now, Toad, I need you to track down this Spider-Man, and fight him, the new suit will provide protection from any attack he throws at you, the armour will provide protection for the switch, and stop any extra damage you may take. Now when you defeat Spider-Man, I would like you to bring him to me, so I can remind the world WHY super heroes disappeared after World War Two."

"I thought they disappeared because the War finished, and at the time all they did was fight the Nazis and punch Hitler in the face?"

"Toad's don't speak Tolensky, I recommend you stay quiet too."

"So, what happens if I fail?"

"That depends. If you fail as in don't bring him back, I do nothing to you, so long as he's dead and out of the way I can continue my empire. If you fail as in fail to defeat him. Well... You know what will happen."

-Present-

A prehensile tongue fires at Spider-Man, which he dodges with ease and turns to his attacker.

"Pete? What's going on?" MJ asks through the phone.

"I'm being attacked, by a frog man."

"Yo I ain't no frog man, I'm the TOAD! Yo!" Tolensky/Toad shouts from his standing place on a building opposite.

"Scratch that, a wigger frog man."

"Wigger? I thought that was offensive."

"Well, it's the Wikipedia word for it. What else do I use?"

"Hey, stop talking to yourself and fight me like a man!"

"Why? I like talking to myself. I'm the only one who gets me."

"C'mon insect, fight the Toad!"

"Insect?" Spidey questions, "Insect! ?" He repeats, more angry, "No body, BUT NO BODY! Calls me an Insect! I'm an arachnid damn it! There is a massive difference!"

"Yeah, one has six legs, the other has 8; it's a HUGE difference." MJ replies sarcastically.

"Don't interrupt me when I'm trying to act all angry. It's distracting."

"That's it, I've had it with your talking to yourself." Toad shouts, leaping at him. "Time to face the TOAD!"

Spidey just umps and kicks him, knocking him back into the building he jumped off. Peter fires a line of webbing at both Toad, and another at the ground next to him, pulling both to launch himself at Toad, landing knee first into his abdomen and kicking back, knocking Toad into a wall.

Expecting him to be down, however, Peter turns, not reacting in time with his Spidey sense as Toad's tongue wraps around his neck, pulling him back. He slams him to he ground, leaping up above him and firing slime at him.

"Oh god, he's weaponized spit. This is too disgusting. And I think his tongue just groped me, it's disturbing to say the least."

"Wait, His tongue?"

"Yeah, he's a messed up little guy. And his dress sense is ugly."

"Enough with the talking to yourself and face me you frigging red and blue spandex wearing bug!"

"I'm not a bug! I'm a SPIDER!" He jumps back at him, wiping off the slime while firing a web at Toad, spinning him into a wall.

Toad, however, just gets back up, no injury whatsoever.

"Hey, the suit works! I didn't feel nothing!"

"Y-Your suit?" Peter questions, "That's not just bad tailoring; it's actually designed to be like that?"

"Absorbs the blows yo, I don't feel a thing. You could punch all you want, but I won't be hurt at all."

"Huh, then maybe I should shop for super suits wherever you go. Is it Crap R us? Or some similar place?"

"Why you!" Toad leaps at him, tackling him off of the building. He fires a line of webbing, but Toad rolls them in mid air, causing him to miss.

Toad pulls his head into the dome shaped armour, avoiding banging his head.

Peter manages to fire two strands at the building near them, causing them to swing into the wall. Smashing into it, Toad sticks to the wall as Spidey falls another two stories, crashing into the pavement.

"Oh, Oh sweet lord moth of... I killed him!" Toad screams in horror, "I didn't mean to, just knock him out, oh man, what am I ghonna do? Silverman don't cover for his boys like Fisk does. I'm going to need to pay for a lawyer, and I'd still probably go down. Oh man, I heard about what they do to guys like me in prison. I'm way too handsome, sensitive, and handsome to survive the big house!" Toad breaks down, not realizing that A) He's NOT the type of guy he thinks he is, and other inmates would avoid him. And B) Silvermane's silver limo is pulling up below him.

Two large thugs get out, one wearing a cowboy hat that covers his face, and they other a slimmer built man with a small beard and swept back brown hair.

"Woooo," The second one whistles, Kicking Spidey's body. "I think he's dead, don't look like he's breathing."

"Best play it safe." The first one replies, taking the safety off of his handgun as he pulls it from his belt, aiming at Peter's back, and firing two shots, causing near bye citizens, if they hadn't noticed already, to run and scream, some even calling the police, only to drop their phones upon realizing they're being watched by Silvermane and his thugs. "C'mon Fancy Dan, time to go." He tells the other, pulling him back into the limo.

"Hey, Frog face, get in!" Fancy Dan shouts up to Toad, causing him to drop to the floor, walking into the Limo before it drives off.

"Peter? Peter!" MJ shouts into the phone, unsure if he's even alive.

"I'm fine, just feeling pain all over my body, and a little inside too." Peter replies, pulling himself up, "I think they shot me."

"What?"

"Yeah, let me just-" He reaches back, digging his hand into his wounds and pulling out the two bullets, flinching with pain while doing so, "Huh, two more to add to my calibre collection."

"What? You've been shot before?"

"And stabbed once or twice. It hurts, then the adrenaline kicks in, and later I heal before I need any real medical attention, so long as it's not too bad."

"Why are you acting so casual about this? You just fell from a building top and got shot."

"It's not the first time. Now then, where did that limo go?"

"You're going after them? Peter you nearly died!"

"It's not the first time. Last time I left something without stopping it, my uncle got shot. I'm NOT making that mistake again." he replies, spinning a web and singing after them.

...

"I'm not going to hit you." Randy tells Flash as he packs his locker, trying to ignore the blond haired boy.

"C'mon! I need SOMEONE to hit me, its the only way I can get Liz away from Osborn."

"So this isn't about wanting Liz back, its about screwing over Osborn? You have problems. LOTS of problems."

"Just hit me Randy, I'll give you fifty bucks."

"Fifty bucks? My dad is one of the head editors of the Daily Bugle, your dad's a cop, and not a good cop, I don't need your money Flash, I have A LOT more than you do."

"Well, just make fun of the poor why don't you, you're a jerk, you know that?"

"It amazes me you can't see how ironic that is."

"What if I beat up someone you don't like? How about then?"

"Flash, you can't do that, you're just not smart enough to know how to beat yourself up."

"I don't get it."

"You wouldn't."

"So, are you going to hit me?" Flash asks again, hoping now he's changed his mind.

"Go jump off a building."

Flash is about to say something, but stops mid sentence, as if suddenly having a thought.

"Not literally." Flash's expression changes at Randy's comment. "What happened to your fake cast anyway?"

"Took it off, it was itchy. Although..." Flash starts to think, "I got it!"

He turns away, running towards the Drama club room.

...

"So like, how rich are you?" Liz asks Harry as they stand outside a locker, talking.

"Well, I wouldn't say rich, I proffer loaded." He laughs a little, "But yeah, real loaded, like, maybe a million Gs? At least anyway. Nothing big, lost a lot recently 'cos o' those lawsuits, but not much. My dad's the third richest guy in New York, right behind Fisk and Stane. Was the fourth richest, until Howard Stark bit it and Stane just sorta absorbed his fortune, but yeah, I'm loaded- Oh my..." Harry stops, pointing.

Stumbling with a pair of crutches, both legs and an arm in casts, one eye covered with a wrap, Flash hobbles towards the two, pulling a grimace of pain.

"Flash?" Liz questions, shocked.

"What are you doing?" Harry also questions, but with less shock and more annoyance and disbelief.

"Walking, what does it look like?" He replies.

"What happened to you Flash?"

"Well you see...

"There I was, teaching some first graders how to tie shoe laces outside the school, when suddenly a school bus zooms past going down the road. Then I notice the screaming bus driver, a lady, she's giving birth and has lost control of the bus.

"Realizing she's in danger, I run after it, catching up easily due to my skills in Football, and jump onto the back of the bus. I run to her, and she's all screaming and going on about how pregnant she is. So, I take off my jacket and do, something or whatever people do in movies with jackets when people give birth. So after that, I realize the bus is still going, so I run to the front, jumping off and trying to stop it.

"She's all like 'Don't You'll die' so I was like 'Its nothing.' So I just grip the front, and push my legs to the ground, slowing the bus down, until its stops.

"But before she can thank me, I here gunshots, and look to see Spider-Man fighting two terrorists. So they're like 'Death to capitalism!' And He's like 'As long as I stand, I'll fight for truth, justice, and the American way' and starts kicking in their faces. But then, one hits him with a spade.

"I realize he needs my help, so I tackle one to the ground, and kick the other in the stomach. So then Spider-Man is all 'You Saved my life citizen, good job' and pats me on the back. Then, as I walk back, a bird flies into my face, causing me to fall into an open manhole. And that's how I got injured."

"Oh, My, God." Harry mutters in disbelief

"Oh my god." Liz mutters with shock. "You outran a bus? That's Awesome!"

"And look at my injuries." Flash reminds her.

"Yeah, it must hurt so badly."

"That story is jank, you're bullcrapping." Harry tells him, "I bet you're just faking all those injuries."

"Nuhuh!"

"Uhuh! I can prove it, its getting close to the winter, the birds would be going south right now, there's no way one flew into your face."

"Harry, its only November. Birds could still be here." Liz relies.

"Don't listen to him; you know he's a racist? I heard him last week after he stubbed his toes, going on how he blames all the N-words and P-words and C-words. And A-words."

"A-Words?" Harry questions, "What's that?"

"You're the racist, you tell me."

"Harry, I am disgusted in you. How could you be so mean to the African-Americans, Middle eastern-Americans, Asians-Americans, and whatever A-words are-Americans." Liz berates Harry on his non-existent racism.

"But-But..." Before he can say a third 'but' however, he notices the bandage of his eye; that it wraps around his head like a headband, tied at the back in a triple bow.

"Oh that traitor." Harry mutters, before grabbing and pulling the bandage off of him, running off.

He runs through the halls, looking for one specific person, before spotting the crimson head of hair he was looking for inside a crowd of people. Running through the crowd, he pushes past to get to her, tackling her to he ground, shouting "Why did you betray me! ?" while making sure her head didn't bang the floor. MJ's quite poor, she could sue him. Yes, its shallow thinking on his part, considering she's a friend and all who he's always assumed wants him, but Harry assumes that about every girl who at least flirts a little with him.

"Harry!" She screams, pushing him off of her, "What did I say about tackling me? I can't find jeans that fit, they fall down easy when I get tackled, last time you did that I got that humiliating nickname remember? See, you nearly pulled them past my butt, why would you do that? You remember how humiliated I was last time." She reminds him, re-pantsing herself.

"Yeah, and you pantsed me afterwards, and I was wearing dog printed boxers, and I got a humiliating nickname myself. But that's beside the point! Explain this?" He holds up the bandage.

"It's a wrap we use for fake injuries in the drama club, so what?" She replies, pulling herself up off of the floor

"Look at the knot! Three loops, your trademark knot!"

"Harry, I don't have a trademark knot, I can't afford the cost to trademark something in the first place, and if I could, I'd pick something, you know, not stupid."

"Oh please, its you, you'd probably trademark the shape of your big toe if you could."

"I thought we had an understanding we would never talk about my feet again. What's so important about the knot anyway?"

"Flash was using this as a fake bandage, along with others fake injuries. He's using it, to try and get with Liz, which is exactly what I was trying to do. Now she's all over him because he faked a bunch of injuries and claims a bird made him fall down a man hole."

"That's his best story idea? Did he not listen to Bobby Carr's idea about making up a hero story?"

"Yeah, he claimed he helped a pregnant bus driver give birth and saved her runaway bus, before stopping two terrorists."

"And Liz bought it? Wow..."

"Why did you help him?"

"He promised the drama club no Meat balls, Trashcans, and wedgies for at least two months if Liz takes him back. It was a good deal."

"That ain't important. I was this close to Liz liking me, and you ruined it! You owe me, now fix this!...Please?"

"Fine, come with me." She grabs his hand, leading him inside the Drama class.

...

"...Liz I know we've had our problems, but this time, I really think we can make it. What do you say?" Flash says to Liz, trying to lure her back to him.

"I say, well, I think-Harry?" She interrupts herself, looking as Harry pushes himself on a wheel chair, with a fake bandage covering his elbow as the arm is tucked back, looking like he's lost it. Another bandage is wrapped across his chest, making him look like he's been shot.

"I'm Ok, no need to make a big deal." He tells her, "It's just that after his story, I went to check it out. You know those terrorists he attacked? They were harmless business men who were being robbed by a guy dressed like Spider-Man, and apparently the guy made a deal with Flash to beat me up in exchange for Flash helping him. And the Bus? He left the break off, so it rolled down and rand me over. And the baby? It's the reincarnation of Hitler, and it ate my arm."

"Oh you poor baby, Harry you must be very brave to survive all that," Liz tells him, hugging him, before turning to Flash. "Flash? Is this true?"

"What? No! He's lying! Don't listen to him, he's from New Joisey."

"Hey, that's a lie, I'm not from Jersey!"

"See! Only people from New Joisey just call it that, if he was from New York he'd say Joisey!"

"Harry?"

"Ok, Fine, I was born in Jersey, but I homed on in Manhattan."

"Really? Wow; that was a total shot in the dark."

"See! All the stuff he's said about me were guesses and lies, you know I was telling you he's a liar; for one I am not a racist!"

"But you're still from Joisey."

"It's not that bad a place, besides, he's the real racist."

"Dude, Black friend remember?"

"And I respect women, female friend remember?"

"Well at least I didn't have to lie to explain away injuries."

"Yes you did! At least I didn't make a deal with the drama club to fake injuries." Harry follows his reply by pulling away Flash's crutches, causing him to stumble and crack off his casts.

"Why you-" He grabs Harry, shaking hi, causing his arm to reveal itself and pulls him from his chair, revealing his legs work fine.

"Wait-BOTH of you were faking your injuries? You're both sick!" She storms off after slapping both of them.

"Well, this was a waste of time." Harry mutters, I'm going to go find MJ.

...

"Oh, god, he's still alive!" Fancy Dan, the Ladies man and mob enforcer, shouts looking out the window to see Spidey perusing them.

"Montana, Fancy Dan, you two shoot him, take him down, Ox, you use something, a little more powerful." The Hammer headed Mobster tells them, passing two machine guns to the former two, and a RPG launcher to the third, larger man, who says nothing as he's handed the large bunker destroying weapon.

"Hey boys, miss me?" Spidey shouts as he gets closer, before dodging the gun fire. He fires two strands of webbing at the two guns, twisting in mid air to tangle the two webs together. Using this, he grips both with just one arm, using the other to fire at a building, so as they drive, the guns, and their holders, are pulled from the speeding limo. He catches both by the necks of their jackets, swinging them and sticking them to a wall, before chasing after the limo.

Ox fires the RPG at him, but he turns in mid air, dodging it and firing another web line at the RPG as it flies near a building, pulling it back and swinging it into the air, firing several balls of webbing at it, coating it in a thick layer webbing and throwing it forward with another web line, as it explodes in the street, the explosion depleted by the webbing into just a harmless pile of web fluid.

"Wow, Noob tube, talk about overkill. You don't play a lot of FPS games do you slick?" He fires another web line at the limo, pulling himself forward with enough force and speed to land safely on the top.

He punches a whole into the limo, before shouting inside "Here's Johnny!" He pulls back to avoid gunfire, allowing the bullets to tear up the limo's roof. Now able to see him, the two remaining Mobsters fire machine guns at him, only for him to dodge every bullet with skills to put Agent Smith to shame, his Spider-Sense allowing him to know where to dodge from to avoid more bullets.

When they run out, Peter grabs the large, bald man named Ox, webbing him to the side of a wall.

"Just you and me, Mr Hammerhead."

"Hammerhead? I like that." The Hammer headed thug mutters to himself, jumping at Spidey and head butting his chest, a move more painful than Peter expected. Falling off the back, he webs to the back of the Limo, dragging himself along the road, before leaping off into the air, swinging after and catching up. He fires two lines of webbing at the limo, pulling himself back into it, landing inside the large, specious vehicle. He dodges Hammerhead's second attack, webbing him to the floor. Before turning to the other two occupants: the old, Silver haired man, and the scared frog like man.

"Toad, deal with him." Silvio tells the young teenager.

"B-But Silvermane, he just took out the Enforcers and Hammerhead, I-"

"Do it, Tolensky."

Toad gulps, closing his eyes and looking at him again, now ready to fight. He dives at Spidey, Who ducks back, catches him with his feet, and kicks him out of the limo, leaping off after him. He drop kicks Toad into a wall, firing strands of webbing after him to pull himself like a catapult at him, kicking him in the chest. However, while he expected the armour to crack, it doesn't, in fact, it actually hurt him.

"What's with this fancy get up anyway?" Spidey asks, "Because you look more like a turtle than a toad. Which is good, because Turtles are WAY more badass than Toads, they can beat hares in races and fight crime as ninjas while worshiping a rat."

"Shut your damn mouth yo!" Toad fires his tongue at him, practically punching with it, knocking him off with the unexpected attack.

"Ok, I am seriously getting annoyed by your weaponizing of concentrated ewe, it should be illegal."

"Will you shut up. I am getting so sick o' your attitude." Toad replies, leaping at him.

"So what is this anyway?" Spidey re-asks him, catching him with his feet, rolling in the air, and kicking him away, "Why do you wear, what I can only describe as an oversized grime covered oven mitt and a shell? How does it do it?"

"Protection yo, stops me getting hurt."

"Yeah, I can see that, in fact I asked that earlier, but I can't help but question, How?"

"Wouldn't you like to know!" Toad leaps again, using his tongue to grab a nearby wall to pull himself out of the way when Spidey flies at him, before using its strength to throw himself like a rock at his back, knocking both acrobats towards the floor.

"Yes, I would like to know, that's why I asked. You have quite the temper, huh Armpit." Spider-Man tells him, getting up and facing him, the two walking to opposite sides as if circling a non-existent structure.

"Armpit?"

"My new nickname for you, it matches your smell."

"Why you!" Toad tries to tackle him again, only for Spidey to leap to the wall, out of the way.

'He's not particularly smart or strong, but he's a problem so long as I can't hurt him. Need to get that shell of off him, whatever's making him survive all these blows has got to have something to do with the shell. Can't be as simple as a really hard shell. Gotta be more than that.' Spidey thinks to himself. 'Of course, there's two ways to get that shell off, I can either punch it REALLY hard and hope it cracks, or...'

"So, Foggy, yo, why you so down on my attitude, yo. I'm not that insulting or annoying, yo. I could be worse, yo. I could impersonate you and start ending sentences with the word 'yo'."

"That's it!" Toad leaps at him, anger covering his entire face.

"Gotcha!" Spidey shouts, firing a web strand at his shell-like armour, and another at the floor, tying both together. Toad, still mid leap, gets pulled back to the ground, landing flat on his face, yet still not a thing wrong with him.

"Now, if you want to hit me, you'd have to take of that shell. Now, I'm willing to annoy you in as many ways possible for at least an hour until yo-"

"Just shut up already!" Toad shouts, stripping the shell and exposing the source of his suits full body protection.

"Or I could talk for a few seconds and you'd snap out." Toad leaps at him, but, Spidey being stronger and faster, is able to hit him first, tackling him to the ground, and webbing his arms. He grabs the uncovered switch, turning it off, before ripping off the torso of the now deactivated armour.

...

"What just happened?" Silvio questions his driver, trying to watch the end of the fight.

"Tolensky lost sir."

"Well, we should get out of here before the police show up." He tells the driver, who floors the acceleration peddle, only to not move.

As Silvio looks to see various webs sticking the limo to the floor, Spidey drops onto the top of the limo, holding the ripped piece of fabric.

"So this is what it was, Stark industries Kinetic armour. Absorbs outward Kinetic energy up to 200 KJs, fancy. Of course, I don't think you're Stark."

"Of course not, now release my car this instant."

"And let you get away? I may be stupid enough to leave the house dressed like the worlds worse Ninja, but I'm not stupid enough to let some sorta crime boss leave."

"What? You think you've caught me? Doing what? Sitting in my private limo with a few friends? I never fired a gun or wore, whatever, I just sat here and watched. You don't have any evidence to prove otherwise, and you didn't exactly see me do anything. You have nothing."

"You were giving orders to Mr Swamp breath over there, that's awfully suspicious of a man just giving a friend a ride."

"What? And that proves I'm some kind of criminal leader? I merely advised him, you going to have me arrested for *sarcastic gasp* TALKING? But you. You vandalized my vehicle, harassed me with circumstantial evidence, and refused to let me leave. I should be having you arrested. Leave, and I might not file a police report."

"Fine, I'll leave, for now. But once I get Evidence on you, we're going to have a nice dance, and then we'll talk to Detective Stacy."

Spidey leaps into the air, firing one last web blast at Silvio, sticking him to the floor of his Limo.

"So, was this a loss?"

"Not quite, we saw what he can do, we saw how fast, agile, strong and witted he was, and he didn't even fire a bullet. We'll work on someone who can beat him."

...

As Toad sits in lockup, a guard stands outside his cell.

"So, what the hell are you anyway?" The guard asks him, "Some sorta freak?"

"Something like that."

"Huh, well you look like one. Man you're ugly, should probably just shoot you."

"Go ahead, try me, tough guy, start a fight with a skinny 15 year old, you'd look real tough."

"Whatever, Freak, I need a soda, stay here, I'll be at the vending machine just round the corner."

Te guard gets up, walks past the cell and leaves. However, the same guard walks back seconds later.

"What? You need to borrow a quarter or something?" Toad asks him insultingly, until they start to open his cell. "What are-"

"Quite." They reply, in an angry tone. The cell door opens, and the guard leads him out. They walk past the vending Machine, with an identical guard lying next to it, unconscious.

"Wait, if that's him, then who are-" Toad questions, but is ignored.

The guard opens a fire exit, and stands by as he leaves. "Leave, now. Your debt to Manfredi has been paid off, and your arrest warrant will be deleted."

"Now what?"

"You've been enrolled at a High school in Bayville, not far from here."

"Bayville, Long Island, or Bayville, Pennsylvania?"

"The City of Bayville, New York. Idiot, leave now, a bus is waiting by the theatre to pick you up, it will drive you to your new home. Now go."

"Th-Thank you." He mumbles, hopping away.

The mystery person walks away, as the camera pans out, just as their skin turns blue and their eyes become yellow.

...

Next time-

Silvermane continues to plot against Spider-Man, hiring professional hunter Sergi Kravenoff to hunt and kill Spider-Man. Meanwhile, someone steals tech from Harry's dad, prompting him to send Head of Security and qualified air pilot and scientist Adrian Toomes after the culprit, with his job depending on his ability to find them. When the thief crosses Paths with Spidey, they must team up to fight both opponents.

...

Notes:

-I was originally going to put in a third plot with Felicia, but couldn't really fit it in. She made two small cameos as girl with blond hair and girl with white shirt, but that's unimportant. To Black Cat fans, she will appear soon, and will be important in the next arc. Overall though, I'm not particularly happy with this chapter. I didn't really plan anything out for it, so its a little all over the place.

-Like what I did with Toad? Instead of using a Spidey villain, I decided to give Toad a bit of an origin to explain a few things they left out in the Evolution show (Namely, how did he get into the care of Mystique, and why did he already have his own ugly suit?) I also merged him with classic Toad and a few ideas for his origin I made (Making him a British born mutant from Manchester who moved to the United states via smuggling due to being unable to get a visa, being a criminal and all, and worked for Silvermane to pay off his debt, and picked up the New Yorker accent in order to fit in as many do when moving to a new place, I once knew a Scottish guy who's also Scottish cousin picked up a Yorkshire accent to fit in) in order to use him appropriately for the plot. This takes place about a month or two before the start of Evolution, and for two or three arcs I will have slight cameos from X-Men Evo characters before they appeared in the show (Beast for example, will appear pre-blue furriness as a former colleague and war buddy of Dr Connors) as a way to tie things in. Also, Toad's m favourite of the Brotherhood in the show, I wanted to show some background.

-Daily Bugle staff are great to write.

-So far for now, I'm trying to write MJ and Peter as just friends. But as the only one in on his secret, they're getting a lot of scenes together and, likewise, usually having their own plots separate from other characters. I mention this because, when reading over it, I can]t help but feel as if she's getting TOO much attention.

-Also, I'm going to write this with arcs. This first arc will focus on battling Silvermane's empire, before he's defeated, then I'll focus on another manipulative bad guy, then another, then another, and afterwards that'll be the point when Mutants are revealed, then two more arcs before seeing what Spidey was doing during the Apocalypse fiasco, then another arc, then the story will of gotten up to where Spidey was first introduced in my other story. Then about a few arcs later it'll have caught up to the story, just as I'm writing Dark Phoenix, or something before that. Damn, now I'm rambling.

-And, while talking about future things, at some point I want to give him the Black suit. Unlike usual black suit adaptations, it won't be for an arc, but will be just a subplot during a few arcs until launching into Venom. I don't know why this is relevant, but I got to write about something.

-Harry not wearing underwear to mess with Flash's bullying attempts was based on that Yahoo Bullying ad they did. I thought it was stupid that afterwards the bully just walked off, it was just unrealistic. Wishful thinking that you could beat a bully like that, but incredibly unrealistic. Still a funny video though.

-And, while I remember, I'm turning Shocker into a once a chapter person. Every chapter he'll try to rob something and get busted, usually to remind everyone Spidey likes to insult enemies, but also because its just so much fun writing funny fight scenes that it's the only real use for him.

-In New Jersey, they call it just Jersey. In New York, it's called Joisey, due to the New Yorker Accent. Everywhere else, it's just New Jersey, since it's not cool enough to be pronounced any different and needs to be full-named to remind people how horrible it is. Gotham's in New Jersey, so you know it's bad. It's a common misconception that NJs call their home Joisey, when it's their neighbouring state that does it.

-And, I apologize to anyone from New Jersey, I do not mean to offend you. But I know someone who once went there and was mugged several times in a hour, it's not a good place. Neither is England, when I was younger three friends were held at gun point for their phones, in a crowded street. And London? Well, if you're black, white people will lynch you. If you're white, black people will lynch you. And if you're Asian or mixed race? You need to start moving because everyone will lynch you. I think we can agree that everywhere you'll be mugged, except Canada. Ah, Canada. Lets all move there, it's big enough to hold both America and England, we'll be safe there. Yeah, in case you can't tell, I like Canada. It's nice, it may have birthed, ewe, he who shall noteth be namedeth, but the country itself houses Wolves and Chris Jericho, what two other things combined in one place is more awesome? Dragons and Michael Bay, that's what, but they're hard to find in one place, so we'll stick to Canada.

-As for the unrelated info, my choice of Silvermane to be the first big bad guy was for the same reason as why Scorpion was his first, real, super villain. Usually the first big bad guy is either Norman (either OScorp acting corrupt and trying to capture him or as Gobby trying to kill him for the fun of it) or Kingpin. I wanted to go with someone less common to see in adaptations, and someone who, no matter the situation, is never badass. Silvermane may become young, use an armoured suit, or a gun and a hit squad, but he's always still a frail old man who's past his prime. I contemplated Fozzwell, but went with Silvio Manfredi because of his name. This arc should last about two-five chapters, but it'll serve as a start.


	5. Just a kid in a mask

So, what up? Hope you enjoy this little chapter:

...

-SHIELD base, location: classified, totally not just right above New York-

The aged, but still tough as nails figure of Director Nicholas 'Nick' Fury stands in front of a large monitor, his arms crossed behind his back, a habit he's had since he was first recruited into the army nearly a century ago. His grey hair, cut neatly into a simple haircut, adds to his authorities' appearance, while his eye patch covers his damaged left eye. He watches footage of Spider-Man, swinging, fighting, beating up Shocker, saving an old lady, beating up Shocker, foiling a bank robbery, beating up Shocker, beating up an poorly dressed Shocker, and beating up a guy who vaguely matches Shocker's build and height, uses his tech, but is wearing regular clothes.

"Agent Hill, reporting." A female agent tells him, standing behind him.

"Hill, cancel the spies, I already got what I need." The man tells his second in command, who looks confused.

"About Spider-Man?"

"No, the spies I sent to find out where Santa Claus is, who do you think?" He replies in an aggressively sarcastic tone. "The spies are unneeded, I got all I need from watching this footage, and reading this." He holds up a scrunched up copy of the Daily Bugle. "As part of this Urich guy's investigation, he narrowed it down to a student at the Mid Town area, and as part of that made a list of those who were bitten by the OScorp Spiders, and hadn't been dealt with."

"And?"

"And, Apparently, Spider-Man realized how easy it is for his identity to be discovered like that, and did the stupidest thing possible." He presses a button on a remote, causing the monitor to cut off into a similar list, including every person, no matter their status, who had been bitten. "Computer, remove those currently in Camp Hammond and those who're deceased." The names who match that disappear, leaving a much smaller list, near identical to the newspaper's list. "See a difference?" He looks at Hill, who reads through both lists. "For the benefit of those who didn't graduate to Golden Key books until their early teens, Computer, remove all the names on the SHIELD list that are also on the Daily Bugle list." The computer's list becomes smaller, leaving just one, single name.

"Peter Par-"

"Peter Benjamin Parker, 15 years old, attending Mid Town High, which he attends with Osborn's son Harold Oswald Osborn, and his Neighbour Mary Jane Watson, both of whom are apparently his only friends, unknown if they know of his secret. Currently residing in Queens with his Aunt, May Parker née Reilly. He was raised by her and her Late Husband, Benjamin Richard Parker."

"Richard Parker? Isn't that the name of-"

"Yes, Former Agents Richard and Mary Parker of the SHIELD science division. Died at the hands of the third Red Skull. Peter Parker is the son of two of our dead agents. Coincidental, huh? He was also recently hired to take pictures of Spider-Man for the Daily Bugle, mere hours before Urich wrote that list. It doesn't take a genius to know how that name got omitted, Urich probably doesn't even know."

"Do we apprehend him? Send him to Camp Hammond like the others?"

"What? And risk looking like the bad guys? He's doing nothing wrong, and its only him who's in danger. He's not exactly messing up, is he? Leave him alone, we'll keep tabs on both Parker and his alter Ego, don't put too much pressure, remember..."

"**...He's just a kid in a mask"**

"...And an obnoxious kid too." Silvio rants to two of his hired thugs. "He couldn't of been any older than 18, he didn't even sound like his £^%ing balls had dropped yet. Now, I want the best after him, not just some freak with a suit we got from Stane, but a real, competent Psycho for Hire, who will take care of him for us."

"Yes, sir, don't worry, we'll take care of that guy who kept ripping us off, now, what do we do about Spider-Man?"

"Oh, him? I'm already taking care of him, I've hired someone to deal with him, shouldn't be a problem."

...

"Parker!" Flash yells, throwing meatballs at him. He dodges one, remembers he has a secret identity to keep, and lets another hit him. "Because you didn't do my homework like I ordered you to, I got a detention, and my dad just called me, told me he got my report card, and now I lost my car. You owe me!"

"Amazing how he blames me for his failure." Peter mutters to Harry, as the two stand waiting in line at the cafeteria.

"I think you should run, dawg."

"On it." Peter waves a little before darting away, Flash in pursuit.

"Get back here Parker!" Flash yells, as Peter runs past a corner.

However, before he can stop himself, he runs and trips over a crouching Kenny, causing him to fall over, allowing Flash to catch him, coincidentally just outside his own Locker.

"Well, looks like I got you, Puny Parker." He picks him up by his collar.

"You know, all you need is some tutoring, just ask Dr Connors to assign someone to help you. Preferably not me." Peter tries to make small talk, but is pulled towards his own locker.

"Open it." Flash commands, to which Peter opens said locker, being shoved inside and it closed with him in it.

"I wish people would learn that there's a release switch on the inside, so people will finally stop doing this." Peter notes to himself, pressing said release switch-only for it not to work. "Or, better yet, I wish the school would hurry up and fix the release switch on my locker like I asked them to a good few months ago. And I wish those therapy sessions to make me stop talking to myself would have actually worked." He hits the back of his head against the back wall of the locker, then again, but stops the third time when the back falls off, and he falls into the room behind the locker.

He gets up, dazed, finding himself in a plain, empty room, with nothing but a few tables, one window at the top, which on the outside is just a small window on the bottom of a wall, hidden behind several bushes, thanks to the fact Peter's locker is on a floor bellow the ground floor. He notices on the sides of the walls are a few power sockets, and even a small light on the ceiling. Then he realizes where he is.

A few years ago an Earthquake damaged part of the school. But, while most of the rooms were intact, the school decided to do some renovations and updates. They added a few more floors, two more wings of classrooms, and added more lockers. Rumour had it that several old classrooms were just abandoned, with the entrances and surrounding walls replaced with lockers. Looks like some rumours are true after all. Does that mean that Sally Avril really did get pregnant at fat camp? Probably not, that was one Mary Jane made up after Sally called her a skank because she hangs out with Peter and Harry. Though, Peter is sure that MJ made this rumour up as well.

"Well, this is interesting."

...

"...So like this chick was totally all over me, didn't take her hands off of me for a second." Flash tells a couple of friends, talking about some story, most likely not a real one. "So then, when I least expect it-" He gets cut off when a red ball of slime hits the back of his head, covering the whole of it in the sticky substance, much to the humour of his friends and others around them.

Mary Jane stands at a corner, laughing while wiping off excess slime. Before Flash can notice her, she ducks back behind the corner, before running off.

"Hey I think I saw someone round there." One of the other jocks say to him, prompting the group to run after whoever's responsible.

MJ runs past her locker, opening it quickly and hiding inside, laughing as Flash and his gang run past it unknowingly.

"What's so funny?" She hears from behind her, making her jump, and unintentionally bang her head against the top of the locker.

"Owe!" She mutters, rubbing her head. "Peter?" As she questions this, the back wall of the locker pulls away, causing her to fall down. After regaining her senses, she looks around, seeing Peter standing above her, quite literally just standing on the wall directly above her.

"Hey."

"Hey yourself." She replies. "Are you going to just stand there or will you help me up?" He reaches a hand out, pulling her onto her feet with ease.

"Like my new discovery?"

"What is this place?"

"This, is my bat cave. I just need to hang my spare costumes around, move my web making out of my basement and into here, maybe a few-"

"Wrong." She interrupts, walking to a wall. "This, is where we'll place the computers, we'll Wi-Fi fish so we don't get picked up. Over here, we'll have your webbing stuff, here we'll store your costumes, and here some spare clothes."

"Yeah, that's er, that's what I was thinking. So I think I should-"

"No, I'll take care of it, it'll give me something to do for the lunch break."

"You sure? Well, I guess I should leave, you want a sandwich?"

"Bring me back a chicken Tika sub, no veg or mayo, just bird meat and bread."

"Okay."

...

"...So did you here man?" Harry asks Peter as they re-line up in the lunch line. "About that Jason Meeks guy?"

"The guy with ginger hair Flash once glued to a wall? What about him?"

"He ran away from home. Apparently his aunt he'd been living with passed away, so after the funeral he just got up and left. No one's seen him since."

"When was that?"

"A week ago, its all fizzy, 'cos my dad's company got shanked off two days later, weird coincidence."

"Fizzy? Shanked off? You're making those up, no one says that. So what got stolen?"

"Some fancy battle tech armour. Comes with these magnetic batons that swish around and can be thrown and stuff, science behind it's boring, but the actual thing's pretty awesome."

"Huh, interesting." As Peter finally gets the food he ordered, the two return to a table to sit and continue.

"You know what else is really trippin?"

"Trippin? Now you're getting words from those Tween shows on TV. So what's 'trippin' that you speak of?"

"I got a learners permit, I can drive now if I have a license holding adult with me."

"Bu don't you have a butler who can drive you anywhere?"

"Yeah, But this ain't for street vehicles, this is for planes and helicopters."

"Really? Thats, actually, pretty cool."

"Yeah, soon, I'll start taking a private chopper to school and make everyone jealous. Then we get instant popularity."

"And Cheerleaders."

"And respect. No more spending Tuesdays reeking of trash or dripping of toilet water every Thursday."

"What about Thursdays?" MJ asks, joining them.

"You done with that, er, Homework, project?" Peter asks, passing her a sandwich.

"Yeah, it was easy."

"But all that stuff you needed, how did you get it all so fast?"

"That's a secret."

"Wait, we have a homework project?" Harry questions, dropping his fruit cup.

...

"So, this is what you made?" Peter asks, standing in the secret room MJ decorated.

On the floor there's a solid black carpet, but has lines of white paint layered everywhere in the shape of a web. In the centre, a sofa sits facing a wall with a large white sheet and a projector hooked to a DVD player facing it. As described by MJ's ideas earlier, on one wall several computer monitors and equipment stands on a small desk, which sits next to a small barrel containing spare clothing belonging to MJ. On the other side, a desk holds a sowing machine, including materials needed to repair his costume, next to a small hanger holding all of his spare costumes, and another barrel containing Peter's spare clothes. Next to that, another desk holding a microwave and all of Peter's web fluid ingredients. And next to that-a shower?

"How did you get all my stuff out of my basement so fast?"

"Your aunt was out with my aunt, left a window unlocked."

"What about all the computers?"

"That's from my basement. It's what I used to have in my room combined with several old TV screens that were unable to connect to any channel anymore but work well as monitors."

"What about my clothes?"

"Just whatever was laying around the floor or in the draws."

"You went through my underwear draw?"

"Yes, relax; nothing I haven't seen before, well, nothing everyone hasn't seen before. Jocks really do like to pants you."

"You have no sense of privacy, do you?"

"I do, it just got beat half to death by my other senses so it just stays out of it."

"Why's there a pile of my clothes here anyway?"

"In case you need to change."

"Why is there a pile of YOUR clothes here too?"

"In case _I_ need to change."

"What about the shower?"

"That was tricky, I had to take it piece by piece, hooking it up to the schools water supply was easy after I found you this was a science class and used to have an emergency chemical shower to stop chemical burns."

"No, why is there a shower here?"

"To get rid of the smell of trash every Tuesday, and before that to get rid of meatball sauce from when Flash shoves it down our clothes. Also, to get rid of that smell of sweat you get when you come back from fighting crime."

"What about, you know-"

"Relax, shower curtain." She interrupts, pointing to a shower curtain.

"How did you do all this so fast! ?"

"I multitask."

"That doesn't make any sense!" He yells from confusion.

"Oh, quit complaining about strange anomalies of time and go fight crime."

"No, but, you, it all-" Peter almost has a seizure from confusion, before calming himself down and taking a breath. "Fine." He walks to the spare costume pile, picking up a costume and starting to change, but stops and realizes something. "Er, MJ? Cold you turn around or get out for a moment?"

"Oh, right, knew I meant to install curtains in other places." She covers her eyes, turns around, and sits on the sofa, facing the opposite direction.

"Girls." Peter mutters to himself, slipping off his shirt and replacing it for the top half of his uniform.

...

"This is the man you want?" An unseen figure questions Silvermane's messenger, sitting on a chair, his feet against a desk, hidden in shadows. His western boots and frilled chaps being the only thing visible, as his body is obscured in the shadows. Other than his feet is his hand, holding a slightly blurred photo of Spider-Man, and the silhouette of a large cowboy hat, blocking most of the face even if the didn't have the shadows to do that.

"Yes, Silvermane would like him out of the way, or at least preoccupied while he settles his, business arrangements."

"How much?"

"He's prepared to offer you fifty grand if you do this. Obviously, more if you kill him."

"Hum, Spider-Man you say his name is? Well." The person holding the photo turns it around to its blank side, before taking a small pen and writing on the back. "This address, deliver the money to there." He replies, handing the messenger the photo back.

"Calipso's animal shelter? You want to donate the money to charity?"

"Yes. The owner of the shelter is a close, dear, ally of mine. I may be a hunter of extreme prey, but the both of us agree in conservation. Your donations will help save many rainforests."

"Yeah, yeah, whatever, so will you do it?"

"I will." The man replies, titling his head into the light, showing his yellow, sharp, animal like teeth.

...

"Toomes." Norman Osborn says to a bald headed old man, dressed in a security uniform, as he sits at his desk. Norman, sat in his large chair, placed higher in order to provide a 'large' image of him, which helps intimidate those who sit before him. "I'll ask you one last time, tell me the truth, how much was stolen?"

"Well, Mr Osborn, the guardian mach IV battle suit was taken, along with the batons. Its easily replaceable but-"

"But nothing, Toomes. You're my head of security. We get a robbery, its your responsibility! How do we know this wasn't a competitor's sabotage, or even an inside job? Now, I happen to know that at least two people looking for your job, and unless you get back that suit, whatever means necessary, one of them might very well get it."

"But sir, How?"

"We're a company that specializes in performance enhancers, cutting edge military technology, and with defence contracts and our own government operation. You pick your favourite method, just get it back."

...

"Van Adder, Stromm, How's the flight tech battle armour going?" The buzzard looking Toomes questions two scientists, one an aged old man with light grey hair, and a younger scientist with short blond hair, as they stand around a station holding parts and designs of a flying suit of armour the three collectively designed.

"Toomes, nice of you to visit us." The blond haired Nels Van Adder replies, moving to shake his hand, only to be left hanging.

"That doesn't answer my question, how is the suit going? Is it finished yet?"

"Well, not exactly, we've finished the basics, but weaponry, force fields, and some of the multi balancing issues haven't been taken care of yet." Stromm, the older scientist, answers, looking kind of nervous at his aggressive tone. "Although, we'd have more done if you were willing to hire a few more scientists to build it."

"It can fly right? And how strong is it?"

"Yeah, it can reach fly up to 200 miles an hour, and can reach the same heights as a jet."

"And the armour is made using Troy Hurtubise' 1313 Paste, making it capable of surviving a RPG blast without damage. Its quite possibly the greatest form of body armour known to man."

"Is that so? Well, strap me in."

"What?" Both scientists question.

"Osborn wants his other suit back, and he wants me to get it, whatever means necessary, and so I'm taking the flight suit. I did tell you how to make it fly, remember?"

"Y-Yes, of course. R-right this way."

...

Toomes stands on a small base, as several robotic arms place pieces of armour onto him. Wearing a dark green body suit underneath with metal soles on the feet shaped like talons, the robot arms place armour of a lighter shade of green onto his body, forming an exoskeletal suit that covers his fore arms, upper arms, thighs and lower legs in long pieces of solid metal, while his head is covered in a fancy, almost bird like helmet, with a yellow, beak like visor covers the top half of his face. A yellow torso plate, in the shape of a V, attaches to him, providing added protection to his chest and torso area. A small, jetpack like device is placed onto his bike, attaching two plastic reinforced pieces to his arms in the shape of wings. A final feature, a much larger back base, attaches onto the jetpack, holding two more, much larger and more bird/angel like wings, providing more powerful flight.

"Its been tested right?" Toomes asks the two, checking the armour.

"Not yet. To pilot it, steer with the harnesses on your arms. Holding them back speeds up, holding them up slows down. Tilt them to change direction. The wings on the back are stabilizers, they'll move at the same time as the harnesses on your arms, lift one arm up, the wing on that side rose too. The back wings can be detached at an time, at the cost of stability when turning."

"Sounds simple. Now then, open a window."

With a small countdown, Toomes shoots out of Oscorp, spinning once to test his turning, then flying to the city in search of this thief.

...

"Shocker, my old buddy' ol pal of mine, how's business?" Spidey asks the attempted thief, as he stands outside a jewellery store with a broken window and a glaring alarm.

"No, No, NO! Not you again. Damn it, I could get away with something if it wasn't for you, you meddling, meddling hero!"

"That's what I am, a meddler. When I was a kid, I'd just sit there, meddling with a piece of string-" He leaps back to dodge a blast of kinetic energy. "He, you interrupted my joke!" With a single blast of webs, Spidey sticks Shocker to a wall, before using another web blast to cover the hole in the jewellery store. "You're too easy Shocker." Spidey taunts, as two cop cars arrive at the scene.

"Good job kid." Detective Stacy says to him as he runs past, going to Shocker. With the help off all the cops, they manage to pull Shocker from the wall, unmasking him to reveal his blue haired face. "Well, Herman Schults, long time no see."

"Oh no, you got be kidding me." Spidey says aloud, about to laugh. "You gotta be frikking joking. Your name is Herman? Herman! For the love of all things worshipped by old people, this can't be real." Spidey practically explodes with laughter.

"Oh, why did you have to name me in front of the Crawling clown?" Herman/Shocker questions the detective, looking at him with an annoyed, upset face.

"Take Herman away, boys, I think Herman will enjoy his police cell, and make sure Herman gets plenty of water, you know Herman's, they could..."

"Please just take me away."

As the cops take him away, a police radio catches their attention. "All units, there's report of a break in at the Empire state University."

"Dispatch, I'm on my way." Stacy replies into the radio, before noticing Spidey about to swing away. "Hey, I'll give you a ride."

"What? To the break in? No thanks, I can get there faster on webs."

"No I insist, I need to speak to you anyway."

"Mm, alright."

As Detective Stacy drives the hero to the location in the worlds most awkward ride, Spidey looks around the car to see what its like.

"So, What kinda unit are you? Homicide, Vice, Organised Crime?" Spidey asks the cop, trying to stimulate a conversation.

"Street." He replies. "I respond calls that they'd usually give to some uniforms, despite my higher rank."

"Why?"

"Because, that way I can help people. Just like you."

"Yeah, only old, and with a gun."

"And a good twenty years of experience. So, Why do you go out and fight crime?"

"Because I can? Because I have abilities and resources others don't? And they're useful to crime fighting? Because I have powers, that should be used responsibly? Which answer were you looking for?"

"Because its right. That's the answer I was looking for. But the power, responsibility thing sounds good too."

"Thanks, its er, what my uncle used to say."

Unnoticed by Spidey, however, this makes the police detective's eyebrow rise, as if he's just realized something.

"This is it." Stacy interrupts the awkward silence by saying, Pulling over outside Empire state university. Both exit the car, as several other police cars pull to the side, their respective cops exiting.

"Ok, I want a search of the area, keep in contact. We don't know who this is, but they could easily be dangerous, so keep your eyes open." Stacy commands to the other cops, as they put on Kevlar vests and arm their guns. Turning to Spider-Man, Stacy throws a spare Kevlar vest to him.

"What's this?"

"Protection."

"Thanks but I don't need it, I can shrug off bullets like they're snowballs, only small, and hot, and metal, and pierce the skin."

"Keep it anyway, just in case, I'd offer you a gun, but I don't think that's your style."

As Detective Stacy leads the group of cops inside, they look around the large university. Virtually empty, with the only interesting features being the nuclear reactor in the basement designed for tests involving radiation, its collection of animal skeletons, and the vending machine.

The group of law enforces break up to search, with Spidey accompanying Detective Stacy and two other cops.

"Still don't get why we have to work with the bug." One of the cops mutters, which Spidey pretends not to hear.

"Relax Gonzales, he ain't so bad." Replies another Cop. "In fact he's been a pretty big help in cleaning this city. Plus he is kinda useful."

"He's just a freak, wacka doo, and I don't particularly like working with a menace."

"Oh, I take it you read ol jolly JJ's paper than huh?" Spidey asks the cop, turning around and startling him, as he didn't expect him to do so. "Yeah, me too, don't tend to read the articles, just the cartoons inside, and the horoscopes."

"You-You heard that?" The second officer asks him.

"Kinda comes with the spider powers, and the fact I'm only like 12 inches away from you."

"Looks like somebody owes him an apology, huh Vin?" Stacy adds, turning to the rookie cop.

"Whatever." Vin Gonzales mutters.

As they walk into the next room, Spidey walks ahead of the group, scanning the area for anything suspicious. Broken skylight, possibly the entrance point, though that's a drop only he could survive. The glass below looks more crumbled than it should, implying that someone has walked over it. This leads to the right, which points to the University's library.

"They're somewhere that way."

"What makes you think that? Wall crawler?"

"Because, Vin, I read Sherlock Holmes as a kid, and picked up a few deductive ques from doing so."

The group continue into the library, not noticing a shadowed figure above them, as it watches their movements.

"Yeah, he's here, I smell 'em."

"Seriously?"

"No, I don't got good 'nuff sniff 'em powers to detect that, but I can tell that someone's here, I sense them- and now I sense two flying objects!" Dodging to the right, Spidey ducks as two flying metal batons sweep past him, knocking the guns out of each cops hand.

"You gentlemen won't be needing them, I'm not packing heat." A green clad figure says, as he drops onto a wall stack of books. Wearing green armour, his torso holds metal plating on the front and back, with similar armour on his lower legs and arms, the latter of which holds a metal baton, identical to the one just thrown at them, attached magnetically to the armour plate on his left arm. While the top of his head is left visible, showing some pale skin and fiery ginger hair, his entire face is covered by a metal plate mask, with his eyes covered by lenses. He holds up the arm not holding a baton as the one currently flying swings back at him, attaching itself to his armour.

"Who the hell are-" Gonzales starts to mutter.

"Ah, ah, ah, only I talk right now boys." He swings his arm, causing the baton attached to spin and fly around, striking the back of his leg and taking the hot headed rookie out, before the baton returns to him. "Ok, NOW you can talk."

"Who are you?" Stacy questions.

"I like to call myself Ricochet, 'cause I bounce off of walls with ease." The green armoured figure replies, demonstrating his claim with a back flip onto a wall, kicking off and landing on the ceiling, clinging to it.

"Hey! You're just like me!" Spidey shouts, pointing at him. "You should join the good guys, we could form a team, call it Spider-Man and his less amazing Friend."

"Nah, I proffer to break rules instead of enforce them, much more fun."

"Well what do you want?" Detective Stacy questions him.

"Nothing much, just the basics, spread anarchy and apathy around the world, drive the police forces off the world into corruption and then collapse, then take over the world and sell pirated Presidential merchandise to unknowing orphans. Nah, I'm just joking, I'm looking for fun. And what's more fun than picking a fight with New York's finest, or in this case, Diego and Sid."

"He really is just like you."

"So, do you guys want to leave, or want to tumble?" Ricochet asks them, spinning his batons to symbolise their ability to kick ass.

"Sure, why not?" Spidey leaps at him, to which they leap back, swinging at him. Spidey dodges, spinning a web to a wall to re-direct himself to the right, firing a web at his back. He dodges, however, before grabbing the web and pulling it towards him. Spidey turns this into an attack, moving to kick him, only for them to spin in the air, swinging his fist at the web heads abdomen. Spidey however rolls out of the attack himself, kicking in the air to almost jump in the air, dodging a baton as it swings.

Then both land, neither getting a single hit on the other.

"What happened? You got bit by a radioactive pinball?"

"Nah, a spider, just like you. But instead of parading that, I decided Spider's suck, so I just stole some Oscorp Tech and decided to break into a university to read some Dracula." The thrill seeker replies, as he swings a baton at a book, causing it to flip up and land in his hand. Opening to a random page, he reads a few lines before laughing. "Hehe, this is the part when he drinks that person's blood."

"So, you just ghonna stand there and read? You're the lamest thrill seeker I've met. The only one, but still really lame."

"Lame? Do people still say that? Whatever, TAG!" He throws the book at him, to which he dodges and webs as it flies past him, throwing it back. Ricochet leaps out of the way, running atop the wall stacks of books. As Spidey jumps onto them after him, he starts to kick the stacks as he runs over it, causing it to tip as Spidey jumps onto it. Using this for all its worth, he Makes his escape by throwing a baton at a window and jamming it against an object, before using the magnetic recoil to pull himself at it like pulling on a rope, as Spidey struggles to keep running on the stacks. He manages to escape before Spidey can even fire a web at his fleeing behind.

"Man, he had EVERYTHING I have. He even had the same origin. Lousy Thrill seeker."

"I bet you two were in it together!" Vin Gonzales shouts, pointing his gun at Spidey as he gets up. "I'm bringing you in for questioning."

"By any chance is he Jolly Jameson himself wearing a mask?" Spidey questions the good Detective, pointing to the accusing cop. "Whatever, I gotta bail, m next class-I mean, the game starts in a few minute, because I'm a manly person who likes sports, totally." He fires a web line at a window, swinging away. "Tell me if you find anything about him."

"Likewise." George Stacy shouts after him.

"You're just ghonna let him run? He could be involved!"

"Gonzales, Spider-Man has been around for about two months now, has h at any time in the past collaborated with criminals? Has he done anything that warrants and arrest?"

"He's a menace!"

"He's a hero! The other day he pulled six men out of a car pileup and before that saved a woman from a serious assault, how is any of that menacing?"

"You're too idealistic Detective; people don't go out of their way to help people without an ulterior motive."

"Well, with that logic, what's your ulterior motive, Huh? You're a cop, you do the same kinds of stuff he does, what's your ulterior motive?"

"I didn't mean-"

"You know what Gonzales? Get your head out of your cynical ass and try and appreciate this. You might see the world from a different perspective."

...

An hour or so passes, and after finishing school, Peter returns to web swinging to fight crime.

"Help! Somebody help me!" A man in a big open field in Central Park, dressed in a large coat, yells as he nurses a leg, as a horse lies next to him, apparently fallen or tripped when being ridden and breaking the mans leg.

"Yeah, this is something to take my mind off of that weird, evil clone of mine." Spidey mutters, hearing their cries. "Sure, a little south for me, but I don't care."

He drops down next to him, holding a hand out. "Here, take my hand, I'll take you to a hospital."

"Heha, Good idea, Spider-Man, since you'll need that." The man replies as he grabs his hand pulling and throwing him at a tree. "Of course, that will merely be so they can stitch your body back together." The man gets to his feet, revealing his rancher like chaps, which hold two belts holding a gun and a bowie knife. His torso holds an open shirt, one with no sleeves but a lion's main attached around the top. His hands hold leather gloves, with his neck holding a tooth necklace. His black hair is swept back, with his lion like face holding a similar coloured moustache. He smirks, showing his sharp, animal like teeth.

"Oh, great, another superpowwered lunatic. First I had a fight with a scorpion, then a toad, then a pinball, and now a cat wearing chaps. Seriously, who wears chaps?"

"This is purely for hunting Spider-Man, something I am deeply skilled in. As I plan to show you." He leaps at him with savage, tiger like skill.

Spidey tries to dodge, but he's too fast, and easily catches him, knocking him into a tree. As Spidey pushes out of it, they grab him inn a full nelson, to which he's barely able to break out of. He fires two web lines at some trees, pulling himself out off his grasp. The Hunter nearly laughs, simply cutting down thee tree with nothing but a karate chop. The tree falls, pinning Spider-Man down. As he struggles to lift it up, he hunter merely grabs it by the side, throwing it back and letting Spidey up, only for the back of his neck to be grabbed by the Hunter, who launches him at a river. As Spidey gets back up, he fires web lines at two trees, using them to slingshot himself at his attacker, who just leaps and grips his neck causing him to nearly pass out from pain, only to crash into a small brick wall and wake back up.

"So, what? Bit by a bug? Born a mutated freak? Or are you high off of some special all healing animal possessed elixir?"

"No, you misunderstand, Spider-Man. My name is Sergei Kravenoff, but I am more commonly called by my nickname, Kraven the Hunter. I do not draw powers from animals or elixirs, and I did not own you with my power, but merely my skill. While you spent weeks fighting carjackers, I spent years fighting Rhinos. As you wrestled muggers, I wrestled killer crocodiles. My appearance is merely an effect of spending years without cleansing by normal standards, not by any animal relation. I am but a man who dedicates himself to finesse and practise."

"Wait, are you saying that, you're completely NORMAL? Man, I spent so long only being challenged by supers I didn't think a normy could actually beat me, but you're just a guy with no social life? How are you so strong?"

"A combination of Elephant meat, and elephant battles, my friend. I am at the peak level of performance by any normal man, and as such, I am quite a challenge. But I am a fair man. You have two days to say goodbye to your loved ones, before I start hunting you. And don't try to hide behind your true face, I will find you. Even if the man who hired me tells me to stop, I will hunt you. I am a bullet, once fired, I cannot be stopped. And you have two days, to wait until I hang your carcass in my den." With that, he jumps up, disappearing.

...

"Well, this is fun." Ricochet sarcastically mutters, sitting on a wall watching a movie he didn't pay for. "I mean, It's totally not cliché or stupid, and doesn't actively encourage abusive relationships, not at all. I need to find a friend so I can actually act sarcastic and not look like a whack job. God why isn't he eating her? This is what's wrong with vampire movies these days, the vampires don't drink human blood, they don't act all badass, and they sparkle in the sun instead of exploding, god, what happened to the good ol' days when vampires would get staked in films by Wesley Snipes and that hobo he lived with. £^% this I'm outta here."

As the thrill seeking mutate leaves through an open window, a buzzing in his head gets his attention. "I still don't know what that is."

He hops onto another building, as the buzzing continues, but he still keeps doing so without giving the buzzing a second thought.

But he should have probably looked up, because than he'd be able to see the human sized bird silhouette before it attacked.

A sudden green flash tackles him off of the roof, knocking him into a parking lot.

"So, you're more than just a thief, than." Toomes states, as he looks at the thief while they recover and get up. "From the look of those jumps, and your wall crawling I assume you're on our lists? With that, all I have to do is read the lists and match it with the one with your hair."

"I take it you're OScorp's thief buster than, huh?" The rogue replies, looking at him. "Yeah, I got bit by a bug, discovered it, and hacked your databanks to find something cool to steal. You know, I'm really enjoying this suit; it's really easy to learn the basics to it. Wait, are you dressed like a bird? You have a beak and everything. And what is with everything being green? I swear, it looks like it has the world's worse grass stain."

"Green is Osborn's favourite colour, and as such our technology is colour coded that way."

"Whatever, I'm going." Ricochet turns to leave, only for the bird man to fly into his way, pushing him back.

"You do realize that this isn't a conversation."

"Than what is it cue-ball?"

"An Execution." Toomes' wrinkled, old lips curve into a sinister smirk, As he moves to fly at him, the wing's sharpness becoming almost audible as it moves towards him, mere millimetres away from cutting is head off...

...Only for him to dodge, easily. As Vulture flies forward to loose momentum, Ricochet merely flips forward, landing above a car. Jumping off, he grabs the car's door, tearing it off and throwing it at Vulture, knocking him back, before pushing the car towards him and making a run for it.

"You're escaping? You coward." Toomes questions as the car pins him against a large truck.

"I'm not being a coward, I'm being pragmatic." The orange haired super-something calls back, leaping above a building and disappearing.

...

"So you got your ass kicked by a guy who doesn't have any powers?" MJ questions Peter as they walk to their lockers, a bemused smile plastered on her face.

"Please don't make a thing out of this."

"Too late, already am. So you're not nearly as tuff as you thought you were. I bet I could kick your ass."

"MJ, the guy has spent his life killing lions with his bare hands, you've taken four lessons in mixed martial arts, and kinda suck at it."

"I do not suck at it, I merely struggle to get used to doing stuff in a bathrobe. That's not important anyway, you lost to a normal human, that's like a grizzly getting its ass kicked by a koala bear."

"Hey, those koalas are sneaky little sons of bitches, they go for the weak spot and attack in numbers."

"Yeah, so what's the excuse for this Kraven guy? Did he go for weak spots?"

"No, he just turned my entire body into a weak spot. Now let's change the subject. That guy in the green suit, I think he's the guy Harry was talking about."

"That rapper who got caught naked handcuffed to a me plant in the middle of Madison Square Garden?"

"No the- Me plant?"

"Because my Names Mary Jane, and that's a slang term for Marijuana."

"Really? Wow, I lived a sheltered life. Anyway, no, I mean the guy who broke into OScorp and stole a fancy thingymeque suit."

"What? Harry hasn't told me. He told you and not me? I may have to ruin his day. Oh, wait here a sec and watch this, all week I've been messing with Flash, watch him as he opens his locker." MJ stops him, pointing at Flash as he walks to his Locker across the hall.

He unlocks his combination lock, only for it fall off. Confused, he tries to grip the side of his locker, but can't get a hold of it.

"The funny part is, he left his lunch and his gym clothes in there." MJ states while laughing.

"You realize he's probably ghonna shake some people down for replacements, and we're the closest two none-populars to him." This stops her laughter.

"Good point."

Turning away, the two quickly open their lockers and hide inside, as Flash turns around, instead choosing to shake down Harry as he see's him turn around the corner.

"Hey Osborn, mind if I have a word with ya'?" Flash calls to the boy, who upon looking at him, instantly drops whatever and runs away, hiding inside a bathroom. "Idiot, its Thursday today." Flash mutters to himself, fallowing him in.

"Well, I think we just qualified for the worlds worse friends." Peter notes from the inside of his locker.

...

Standing on a Gargoyle, its mere hours before Peter is to meet with Kraven to basically get tore apart and he's spending his time looking at the City.

"Nice view huh?" Ricochet asks as he stands adjacent to this, to which Spidey merely looks up.

"What do you want, Ricochet? Give me one good reason why I shouldn't just beat you up, take you to Detective Stacy, and run your face all over that one Gonzales guy."

"I'm kinda hiding for my life. This suit I kinda ripped off from some science lab called Os-"

"OScorp, or Osborn Corporate, Yes, I'm familiar with the place."

"Yeah, well, now I got a guy dressed like a green Vulture is after me and I'm not too big on conflict. I'm a stealth and sneak attack kind 'a guy."

"Well, that's what you get, just surrender the suit and-"

"No, he's literally trying to kill me, he went for my head straight away, no disarm and go for the arm; he went straight for a killing move."

"So you want me to hide, or worse but PROTECT, you from some lunatic in a bird suit because you broke the law? What do I get out of it?"

"The knowledge that you saved a life?" Spidey just looks blankly at him, something easy with a faceless mask. "Fine. You see, before I started picking fights with Cops, I got my thrills from spying on Mobsters. I heard you've been having trouble with Silvio Manfredi, Silvermane. Well, I've spied on him a lot, I got tapes as proof, and well, I kinda witnessed some hardcore stuff. You help me, the tapes are yours."

"How do I know they even exist?"

"Got a DVD player?"

...

"Oh god." Peter mutters, watching the eighth tape of Silvermane from a portable DVD player as the two watch the tapes on the top of a building.

"You think you can hold out on my Hardesky?" Silvermane shouts at an equally aged man in a black suit, a bag over his head, as he kicks him to the ground. He swings a club into his chest, causing the bag headed man to buckle over, coughing in pain. He stamps onto the man's groin, eliciting an ear piercing scream from this Hardesky, and a mutual mutter of sympathy from both costumed capers.

"This how you want to go out Hardesky? Beaten to a pulp over a few diamonds? What about your daughter, huh? Leaving her all alone. Of course you know that once we're done with you we'll start with her."

"No-No! Please! Not my little girl!"

"Oh yeah, I can picture it now, we'll start with letting Montana and Ox smacking her around a little, then let Fancy Dan try that blow torch he got last week and has been desperate to try out. Then Hammerhead can take a shot or two at her with a cue stick, see how many she can take to the back of the head without falling unconscious. Then I'll bring in Killgrave, you know how, gentle, he is with the ladies."

"No! Please no!"

"Then, when he's done," Silvermane takes out a small handgun, shooting once to the side to show its loaded, before placing it on Hardesky's covered crown. "I'll place a gun, right in between her eyes, and when she begs me to pull the trigger to end it all, I'll take out the load, and leave so it can all start over, again and again."

"No!" Hardesky breaks into tears. "The statue of Liberty, I stashed them on the statue. They're behind a vending machine, Near the gift shop."

"Good boy, of course, we can't let you go in case it's a lie, but we really have no other use for you. Don't worry, if it is a lie, your little Felicia would be happy to take our place." Silvermane smiles, pulling the trigger and killing Hardesky.

"Ok, it's a deal." Spidey mutters, turning the tape off.

...

"Where, are you?" Toomes mutters as he flies above the city, looking for the thief. His suit's visor acts like a monitor, showing a map of the city with a sonar like wave scanning it, looking for the GPS in the suit that the thief very unlikely knew about.

Swooping down a few feet, he begins to scan again, picking up a small bleep near Queens.

"Got you." He mutters while smirking, changing course to fly to that location at a great speed.

As he starts to fly near some old factory warehouses near some docks on the north west side of Manhattan, he notices two figures jumping above them, quickly recognising one as the thief he was chasing.

"Think you can escape so easily coward?" He roars, diving down at him and nearly cutting him in half with his wings, only for Spidey to leap out of the way and fire a web line at Ricochet to pull him with him.

"I wasn't a coward! I was pragmatic!" He replies, throwing a baton at him to knock him off course.

"Whatever you call it, it doesn't matter, you're head is mine!" He heads back at him, slicing again with his wing and just missing, destroying a lot of the roof top of one warehouse.

"Dude, you're dressed like a bird." Spidey notes as he watches him charge again, only to miss. "One with really bad aim."

"Silence bystander, don't make me take your head as well."

"Bystander? How many bystanders run around in spandex jumping from rooftops? Well at least, how many this far from Harlem?" Spidey replies, leaping above him while firing webs at his wings.

"What is this? Why did you just fire a sticky white substance at me?" Toomes questions, ripping the webs from his wings.

"Please don't say it like that; I've been trying really hard to shake that comparison." Spidey asks, standing close to him. "Now you see, this guy's willing to make a deal with some law enforcers, that basically gives him immunity to crimes like this, so it would be really peachy if you would leave him alone."

"Is that so?" Toomes notes. "Well, good thing I don't give a damn about law or crime." With that, he swings a punch at him, only for Spidey to dodge, then dodge, then dodge again as he repeatedly tries to throw punches.

"Yeah, you deal with him, I'm outta here." Ricochet interjects, stepping back.

"Hey! We had a deal!" Spidey shouts, turning to face him while still dodging any attack made by him

"Well, if you survive fighting, this guy, you can go find me and get the tapes. But until then, I'm getting to a safe distance."

"You coward!"

"I'm not a coward, I'm pragmatic! There's a difference!" Ricochet shouts back while jumping from the building.

"Hey, er, Vulture guy, don't you think you should chase after HIM? He's the one you want." Spider-Man says to Toomes, as he dodges more of his attempted attacks.

"I should chase after him, but now that you've made me interested. I could always catch him later, and use you as a test." Toomes flies back, before flying in a rapid circle around the Wall crawling hero, trapping him from all directions. When Spidey attempts to leap out of it, The Vulture like Toomes knocks him back.

Then, randomly, Toomes dives at him, striking him with enough surprise that he couldn't dodge, hurling him into a building. Spidey tries to get back into a fighting stance, but Toomes grabs him and flies him high into the air, throwing him around. Spidey falls for a few metres before firing webbing at Vulture and pulling him forward towards him, kicking him when he crashes into him and spring boarding off of him.

"Ok, so, you want to fight in your territory, lets do just that." Spidey shouts back, spinning and web and swinging back up, tackling him. Vulture grabs the wall crawler, flying up into the air and towards the city. Flying up near the very tall Fisk Industries building, Vulture crashes into some large structures above it, damaging his wings and causing the two to start to fall.

Freefalling, Spidey directs himself through the falling rubble, avoiding crashing until he can get close to Vulture, webbing onto him and punching repeatedly.

After being kicked off of him, Spidey uses the web-like pieces of fabric attached to his arms and torso to 'glide' to safety, avoiding damage, before freefalling again towards Vulture, this time landing on his back and tearing off the wings.

"Fool! You can't just take me out that easily!" Toomes shout, knocking him off and swooping at him, his direction and stability shorted, but his speed increased, allowing him to tackle Spidey before his Spider sense can react and crash near Central Park.

"Ok, that was uncalled for. Great, now you've let Ricochet really escape. What is your problem?"

"My 'problem' is that you attacked me, For that, you die."

"I DIE because I defended someone? What is this, the middle ages? And an-Wait, sensing something."

"Well, Spider, I gave you two days, but If you wish to end it now, I'd be happy to." The familiar, chilling Russian Accent of Kraven the Hunter warns Spidey to his location in a tree.

"Oh, not you again. No, No ok, I'm fighting this guy right now."

"Well, that's too bad for you. I am merely told to take care of you, regardless of who else is in my way." Kraven Smiles, Tackling him.

"Oh, you wish to kill him too?" Toomes asks Kraven, and eyebrow raised.

"That is what I've been paid to do, yes." He replies, tossing Spidey into a tree.

"Well, The bug got in my way, And he damaged my armour. For that, I wish to kill him. We could always, do it together."

"Hehe, I do not usually hunt in a group, but, I've never turned down a free offer." Kraven Smiles, taking the small Bowie Knife from its holster, holding it in one hand.

"Great, both of them." Spidey mutters, rubbing his jaw. The bottom of his mask has been ripped off, and he has a large skit on his right arm. Not to mention the cracked ribs and his possibly broken foot. "Well, I guess its true what they say, cowards flock together."

"Are you calling us cowards?"

"Yeah, kinda. You're both working together to fight an opponent you've clearly shown to be capable of fighting by yourselves, so working together is a little bit weak. Not like it bothers me, I'm not going to lose. I worked it all out. I'm a nerdy kid with powers who fights crime, I have two goofy best friends and a big origin story. If TV's taught me anything, its that that makes me the hero of this messed up story, which means I'm not going to die until we've done everything."

"You think you can win, because Telivision says so?"

"No, that's just where I realized I'm going to win. I'm going to win because you two are psychopaths, psychopaths that are pretty violent and shouldn't be let out into the streets. I'm not going to just let you two keep doing whatever you want, because I made a promise one day to protect New York from people like you. So if you think I'm just going to lose, than you're DEAD wrong about that." He replies simple, taking a fighting stance despite his injuries.

"Well, if that's how you want to play it." Kraven shrugs, before diving at him. He leaps out of the way, just barely avoiding his knife, before leaping to dodging the attack of Vulture. Unable to really attack back, Spidey resorts to merely dodging and ducking, before firing a web the Vulture's back and using it to pull himself out of the way of Kraven's knife while simultaneously striking Vulture with his knee.

He leaps back, avoiding another attempted knife attack, firing two webs at two trees Behind Kraven. He pulls, causing Kraven to get ready to catch him, only for instead of catapulting himself at him, he pulls the trees from the ground and into the back of Kraven, Crushing him and breaking his arm. He leaps up, kicking Vulture back before webbing onto him, jumping off of him and throwing him into the air. He webs onto a nearby building, pulling himself up. Vulture meets him at the top, flying and just missing with his bladed wings. His Spider sense goes off, alerting him to another attack from the back as Kraven leaps up, fighting despite his own injury. Knocking him off the side of the building.

"Wow, That looks dangerous." Ricochet comments while standing on the ground floor level, looking up at the fight alongside several others. "Hope they don't kill him any time soon."

"Are you like those?" A small child, a young boy holding a balloon, asks him, pointing up at the fight.

"Er, Kinda." He replies.

"Why aren't you up there fighting with 'em?"

"Because, I don't want to die."

"Are you scared?"

"No, I'm not scared, I just care for my own safety."

"That sounds like you're a coward."

"I'm not a coward, I'm pragmatic." He replies, a little ticked off at the kids attitude.

"I think you need to get a backbone, £^%face." The kid tells him. Turning away.

"Well, that was odd." He looks back up, seeing as Spidey is starting to lose. "Maybe I should help-Nah, not my problem-but he is ghonna die-but so will I if I try and help-But that is kinda cold of me If I just leave him-but it is pragmatic-no Its just wimpy. Ok, I need to think about this."

"Hey! You call that a punch! You fight like a cow!" Spidey calls as Vulture punches him nearly off of the building, only for him to swing back up, firing balls of webbing at him.

"I suggest you silence, Spider, you just make this all the more fun." Kraven replies as He dodges the web attacks, before throwing his knife at him. He dodges, but in doing so misses his opportunity to fire a web line to keep him up, causing him to fall of the edge of the building. He fires two webs at the top, only for Vulture to slice at it, cutting the large piece of cement and brick loose. Unintentionally pulling it towards him, the block of wall flies at him, smashing into him and knocking him out.

As he falls, almost lifeless, Eddie Brock stands bellow, looking at the fight and taking pictures.

"Move camera jocky." Ricochet mutters as he pushes back, leaping up at a window, kicking off, he wall jumps up towards Spidey's falling body, catching him and tackling him into a window, smacking his face a few times to wake him up. "Yo, wake up Mister righteous hero guy."

"Wah, wuha?" Spidey mumbles as he wakes up, rubbing the side of his head. "Is this what it feels like to be drunk?"

"Probably. Now, do you want to finish this? Or would you rather Silvermane never get exposed?" Ricochet questions, pulling him to his feet.

"Aren't you running?"

"No, I figured fighting would be more pragmatic than running."

"Well, we should try and finish this." Spidey leaps out of the building, followed by Ricochet. He grabs the back of the orange haired thief, firing a web at another building and pulling with enough force to launch him up into the air, where he throws both batons, knocking Kraven off the side of the building. Spidey launches himself at Vulture, turning his motion into a missile drop kick, launching him back. He fires webs at the flying fiend, pulling himself back at him. Kicking him in the face, he launches off, pulls back, kicks again and again, repeatedly pulling himself back into him.

Vulture swings him off, slicing into him. He flies down at him, knocking even more into him before the two trade blows while falling. Spidey kicks him in the gun, before climbing on his back and taking a surfing position, redirecting the flyer's direction back into the air. As if surfing, Vulture continues to shake him off while he keeps on posing. "This is actually kinda fun, why don't you just join a circus and give kids rides?"

"I'll kill you!"

"Seriously, it would be much more profitable than killing people." Spidey fires a web at a building, causing the two the suddenly be pulled in that direction, spinning around the building like tether ball. As they fly at the building, Spidey leaps off, smashing through a window. Vulture himself flies through one two, as the two hurl straight through a room in the building, crashing into two more windows and remerging on the other side. With Vulture a little dazed, Spidey webs him, spinning around him to cocoon him.

Meanwhile, Ricochet freefalls with Kraven, using his baton to hold him back.

"So, obstacles now? You two really want to make this as enjoyable as possible."

"You're enjoying this? Well, I'll have to enjoy it more-Oh god, it sounds like a double entendre now." Ricochet comments as he kicks him back, throwing a baton at him to knock him back. As Kraven grips a flag pole to swing himself back up, Spidey drops near him.

"Hey Kraven, enjoying your little play date with Ricochet here?"

"Spider-Man, how nice of you to drop in-" Kraven starts, only for Spidey to interrupt by webbing his hand to the flag pole. "What is this? What are you doing?"

"You might be tough, but you're still human, and even I can't rip this stuff. This should be the right place to keep you for now." Spidey replies, webbing more of him, including his face and the rest of his arm, to which causes him to start shouting and swearing, but only comes out as mumbles.

"Die insect!" Vulture shouts, ripping from the web cocoon as he flies at him, Only for him to back flip off. Ricochet leaps back at him, kicking upwards while somersaulting, knocking him out with a clean kick to the chin.

"Well, that takes care of them." Spidey notes as he climbs down, followed by Ricochet, before the two shake hands.

"Er, thanks for basically saving my life."

"Likewise. Wait, what are you doing-" Spidey starts as Ricochet starts to take off his mask, revealing the face of a body his age.

"Jason Meeks, nice to meet you. I figured if we're going to be all peaceful and stuff we should have a real introduction."

"Yeah, that's a nice thought, but don't think I'm taking my mask off-"

"No need Parker, I know."

"Wait, What!"

"Yeah, I know who you are. Not that hard a guess. Last I saw you, you punched Flash out cold and jumped around like a ninja. I figured you had the same powers as me, plus the Mask doesn't really mumble your voice if its ripped."

"Damnit."

"Yeah, Kinda guessed you'd be angry, so," He picks up the bag of tapes, passing him them. "here's the tapes, copy them, sell them, whatever, take them. I'm outta here." Ricochet back flips onto a wall, leaping off in a fashion that earns his name.

...

"Well, now I can rest." Peter mumbles as he lays down on his sofa inside his house, turning the TV on. Its been two hours, he's handed the tapes to the cops, and is now ready to rest.

"Breaking news. Spider-Man was seen fighting today with a criminal, but unlike previously, he wasn't fighting the crook, he was fighting alongside." The news reporter speaks, as footage shows him and Ricochet battling the foes they thought.

"Oh no." Peter mutters, realizing what's going on.

"The police have said he made a deal to secure evidence against Silvio Manfredi, and suspected Arms dealer and head of Maggia crime family, with ties to many known criminal networks. However, Spider-Man had no right or authority to make such a deal, and as said by one police source, shows how much he thinks of himself above the law."

"Yeah, I told Detective Stacy the bug shouldn't be trusted, and this proves it. He thinks he's better than us, and that he can do whatever he needs." Vin Gonzales tells an interviewing reporter as he stands outside the station on the news.

"While the Police are unwilling to press this matter, civilians believe that this is a sign he's not to be trusted, and are demanding that he be taken care of."

"We can't let some maniac freak in tights running around making decisions that only the police should be allowed to handle." A civilian woman tells a different reporter as she holds her two children. "He needs to be dealt with."

"Well, this sucks." Peter mumbles, turning off the TV, before turning around on the sofa to rest. "I'll deal with it later."

...

Next time-

When investigating a string of robberies, Spidey comes across a young female cat burglar dressed inappropriately for such a task. While he continues to pursue her on a number of times, the two start to develop a flirtuous relationship. Realizing he can exploit this, Manfredi organizes it so the Cat Burglar, calling herself Black Cat, will lure Spidey into a trap. Can Spider-Man realize the dangerous game he's playing? What about the fact she looks odly similar to the girl he's started tutoring? Is this connected?

...

Notes:

-Spidey has his own Bat Cave; this is something all Heroes need. Like the name I came up with? The Spider's Web, it sounds so fitting a name for it.

-Ricochet is a character I created for my Evolution fic, and is based partially on 616 universe character Ricochet, but isn't-exactly. He's basically what would happen if Spidey said 'Screw Rules, screw responsibility, I wanna have fun!'

-I wanted to make my version of Kraven as unique as possible. I took the animated series versions sympathetic quality, but kept his hunter personality intact. Now, I have a Russian animal hunter who's also an avid supporter of animal conservation, and hunts animals for money to finance charities, while still feeling no remorse for hunting humans should it need be done.

-Troy Hurtubise is a Canadian inventor who is known for testing his wacky, usually bear related, inventions on himself, and he quite possibly is the craziest smarty pants bastard in the world. He has quite literally made MJOLNIR armour from Halo (Thought he named it the 'Trojan Ballistics suit of armour'), and is supposedly capable of surviving bullet wounds from shotguns and assault rifles (In other words, the strongest form of armour currently known to man) with so many features that you pretty much loose respect for the army for not buying the suit (Especially when you realize it costs less to make than a used car costs to buy) or that for some reason, no government thinks that letting him. I made reference to one of his other inventions, the 1313 paste, which after hardening, becomes resistant to considerable amount of damage, including tank busting explosions. But of course, no one in any army wants to buy this for some reason.

-Also, I don't know how it came out to you, but I wanted to make Vulture a generally unsympathetic depiction. How I see it, there's four types of villains, a tragic villain, who didn't want to become a villain but after a terrible accident were forced to, such as Scorpion; a noble villain, who either has higher morals or an actually kinda good idea but poor execution of said idea, such as Magneto or Doom; an ineffectual villain, who you actually feel sorry for because they're so pathetic, such as Shocker, or a complete monster, who has no reason to be the way they are, they're just the personification of evil, such as Norman Osborn, and I wanted to make Vulture one of the fourth category.


	6. Cat Got Your Tongue?

Welcome back. I hope you enjoy reading this, its going to be a two parter. I hope only two though; I hate it when I have to split some chapters up. Read, then review.

...

"Nanananana, Baw, dada nana." Peter mutters while swinging, banging his head a little, listening to music. It's getting late, so instead of being in contact with Mary Jane as he usually does, he's swinging with just some rock song playing. "I love this song." he adds, landing on a building.

Then, as if specifically to call his attention, an alarm goes off.

"But I also love this song too." He leaps off the building, swinging to the source of the alarm, a high priority bank volt, holding a lot of jewels, expensive ones too.

Dropping to the top of the place, he notices an open vent, to which he leans inside off. He listens in, hearing occasional grunts, movements, and even a swear.

"Hum, Imagine that." He webs up the opening, and then just waits. Eventually, a hand presses into a web, followed by more swearing.

"Oh what the hell?" The voice of a female mutters, as it presses the other hand in. When its pulled back, the web continues to stick to them, "What is this-wah!" A thud is heard, as if the person has fallen on their back.

"You know, I've heard vents are a really bad way to make escapes and entrances, they're dirty, dark, cramped, and they never hold." Spidey notes, resting against the vent.

"Hey who's out there? Are you a cop?"

"No, not exactly, too young." He replies, "I'm Spider-Man, I'm kinda like my own police force."

"Oh, a vigilante, perfect, first that guy who thinks he's a demon, and then the guy with that fancy suit, what's your thing? Webs?"

"Ding, so, strangely female sounding thief. Now, if you would be kind enough to replace whatever you stole, I'd be happy to-"

Snixt!

Then, as if they're strings of confetti, the webs fall apart as a gloved hand holding tiny claws cuts through them. Leaping out, the thief catches him off guard, as they leap out of his reach and then onto another rooftop.

"Oh, this is ghonna be fun." Spidey mutters as he leaps after them, using his Webs to catch up quicker. Once he's close enough to see them, Spider-Man makes note of their, unique, appearance. A young girl, about his age, with platinum blond hair, thought looks like a wig, tied into a ponytail with the front parted around her face. With an athletic, yet voluptuous build, they wear a skin tight body suit, zipped down to show a fair amount of her chest, with the wrists, waist, calves, and collar covered in white fur. Their face is covered by a domino mask, and there fingers holding small metal claws, likely steel or titanium.

"Hey, you know stealing is both a crime and a bad thing to do, in fact, that's why its a crime."

"Yeah, so is what you're doing, what's the difference between you and I?" They cat like thief replies, as they vault off of a building, landing safely on a wall opposite and start to climb.

"Well, the short answer is, two D cups and a lot of fur, but the full answer is, I didn't just break into something and steal a lot of expensive things." He replies, following her closely. As she climbs up, he simply fires a web line above her to pull himself past to catch up quickly.

"Bite me." She replies, kicking at him, back flipping while doing so, and landing gracefully on the top of the building.

"Nice flip, maybe you should quit theft and become a ninja or something." He leaps up, dodging a second kick and catching the third, twisting around to spin her to the floor. "Are those, Panty lines? Yeah, that's the problem with skin tight clothes. You should try a thong, or going commando." She kicks again, but when he dodges, she ducks and trips him up, flipping above and landing with her feet against his throat. "See, look at me, no panty lines. That's 'cause I changed to boxers, but same principle."

"Do you ever zip it?" She questions, a laugh escaping. He may be a doo gooder, but his dorky banter has is charm.

"What, my mouth? I tried, but the zipper got jammed, really awkward." He replies, before gripping her foot, clinging to the floor with his feet, and flipping upwards, switch positions so he's pinning her down.

"Is this how you treat every lady?" She asks, a flirtuous smile taking hold of her face.

"Depends how I meet them. If I met you at a ball game-actually, I don't go to ball games, sports in general, Meh."

As he lets his guard down for a second, a sudden shock hits his system. He falls off, as she turns off the taser she used.

"Smooth, stud, smooth." She comments, leaping off the building. Turning back and blowing a kiss, she pulls out a cat styled grappling gun, firing at another building and swinging, not too dissimilar to him.

"Owe." Peter mumbles as he regains the ability to move. "Huh, I feel like Flash did on MJ's birthday last year."

"Ah, Felicia, about time you arrived." Silvermane says to the cat styled thief as she lands inside his limo, taking off the mask and the platinum wig, revealing blond hair tied in a bun inside.

"Here's your frikking gems." She throws the bag of jewels at him, her attitude being much darker and angry now.

"No trouble with any vigilantes?"

"Nothing I couldn't handle. Now drive me home, I've got school in the morning."

"Huh, Your in a sour mood," Silvermane mutters, "What's wrong?..."

**"Cat got your tongue?"**

Peter Parker stretches and yawns as he walks to his locker. He shouldn't of spent the night fighting the, notably attractive, thief. But that doesn't matter. Tuesday today, so far there's been nothing to knock him down, nothing, plus, last night before he went swinging around he beat Hobie's record on Black Ops, so now he needs to gloat.

He gets to his locker, twisting the combination. 0, 4, 0, 7, 2, 0, 1, 2. Yawning, he opens the locker, about to place in his backpack...

...When suddenly a female body falls out wearing a short black shredded dress with long red socks and armbands with medium long red hair, which then lands on him, knocks him to the floor, and bites his neck.

"MJ!" he yells, as he recovers from nearly having a panic attack. Mary Jane kneels above him on all fours, wearing a vampire dress and gothic clothing with dark eyeliner and fake fangs. Of course he would forget its Halloween, well, in a few days, but it's that time when the weirder people like to dress up.

"Got you didn't I?" She replies, finding nothing strange about her previous act, still kneeling above him. Had he not yawned at that second he would of sensed it, but he didn't. "Since your bug bite Its been impossible to scare you. And on the days before old hallows eve I did just that."

"So, do you plan on moving any time soon, or are you going to sit on top of me like that, in a dress that is probably flashing your butt to at least someone right now."

She looks up to think that through before realizing he has a point. She gets up, adjusting her skirt while he gets up himself.

"Still got you didn't I?"

"Yeah, Ok, that's MJ, 1, Me, 25." Peter replies, remembering the number of times he scared her half to death.

"Yeah, I need to get used to this." She mutters, pulling the skirt hem down, "Its been years since I wore a skirt I'm not sure how to walk probably with it."

Closing his locker, Peter looks around to realize she's probably the only one in costume, well, except...

"So, Harry, who are you meant to be, MC Hammer?" MJ asks as thy walk to Harry.

"No, just me, We supposed to wear get up or somes?" He asks, as MJ realizes that's the clothes he always wears. So, she really is the only one in costume.

They enter the class, with Dr Connors dressed like a native America chief, talking to the non-costumed students. "...I'm actually half Native American." Dr Connors tells a small group of students as they ask about his costume. "My mother was part of the Cheyenne nation, but chose not to live on a reservation, since she thought the concept of living separately was just segregation and counterproductive." As the bell rings, signalling that he is to start the lesson, He stops talking about his choice of costume and turns his attention to the class. "Ok, so, before we begin a lesson on Potassium, I've been told to tell you we have a new student, not new as in from a different school, but new as in from a different class being moved into ours. They won't be joining you until later, but I need you to at least talk to her. Also, I'd like to thank MJ for being the only person with any sense of holiday spirit, since no one else is in costume." He laughs a little, as attention is briefly directed to MJ, who waves and smiles, before returning to him, "Yeah, it's actually surprising that no one else wanted to dress up, but I'm not going to judge. *cough*losers*cough*" A small laugh is heard from the students by his last joking gesture, "Now then..."

...

"Yeah, so that's why Potassium is awesome, it explodes when it gets wet." Dr Connors explains to them as they stand around a single table, holding a bowl of water with a small exploding ball of something floats on the water, "There's some other elements with a similar, but much more interesting reaction, but the school wont let me show you. They don't want to give you ideas. They think you might blow up the school pool or something."

"How did they know?" MJ jokingly asks, getting a few laughs.

"Telepaths." The Teacher replies, before turning back to the lesson, "So while some are much more powerful, the coolest by far is Francium, which even highly skilled scientists aren't allowed to play with. Its big, and powerful."

"Is that how you lost your arm?" Liz Allen asks.

"No, that was Iraq. You should have seen the other guy. But seriously, war is hell, don't enlist, your all good kids."

"All of us?"

"Well, except the ones with their cell phones still turned on. That's rude and its breaking the first rule you read when entering." He explains, pointing at a large poster that reads 'Cell pones: OFF. They mess with the equipment.'

"Oh, yeah, those people suck." Flash comments, before getting s raised eyebrow from the teacher.

"Fortunately, I have this." He pulls out a small black device, pressing a button, causing a beep. Then, spontaneously, all the currently on cell phones, which happens to be all, suddenly turn on, ringing loudly with whatever song they've set. There's the Hawaii Five O theme from Flash's phone, Baby Got Back from Harry's, and even Randy's phone singing Boulder by King of Blues.

"...Don't be frightened by the look in my eye. I'm just your average evil meteor from outta the sky." MJ sings as her phone plays a Voltaire Song, getting strange looks, "What? It's catchy."

As the phones stop ringing as they all get turned off, a knock is heard on the door, followed by the door opening to reveal the blond from the beginning, wearing a white shirt hanging off one shoulder, a denim skirt with black leggings and white boots, looking slightly anxious and/or confused about moving.

"Ah, Students, this is Felicia Hardy, she's the new student." The teacher explains to the class, "Don't be shy, take a seat, we were just discussing how Francium creates a powerful combustion reaction when it comes into contact with water. Its..."

"Huh, she looks familiar." Peter mutters, looking at the new student.

"Wow, she's hot." Harry mutters, looking at the new student.

"Cool, she'd make a great cheerleader." Liz mutters, looking at the new student.

"Hum, Nice ass." Flash mutters, looking at the new student.

"So, new student, haven't had one of those in a while." Hobie mutters, looking at the new student.

"Tt, bet she's a freak." Sally mutters, looking at the new student.

"Well, I like her hair." Max mutters, looking at the new student.

"No way, my arm bands are the same colour as my socks!" Mary Jane gasps, not even remotely paying attention to the new student. Which makes everyone look at her, "What? You were all talking to yourselves, why can't I?"

As the class ends and the students leave the room, Felicia is the first to get out. It doesn't matter how nice or cool he teacher is, its Science, and she hates it. And School for that matter, and home. Since her dad died a while ago on one of his 'jobs' she's been forced to live with an 'uncle'. Really its her dad's 'Boss', but he still arranged for her to be in his custody, once he heard about her, talents. Not many teenagers could leap from building to building, or slip through gaps a kid couldn't fit in, but no all teenagers can increase their adrenaline release by 200% with just a thought. She's a mutant, one who really hasn't been dealt the best cards in life. She's been approached by a blue skinned chick, a helmet wearing idiot, and a bald man in a chair with some ass kisser with red shades, all offering the same deal, but she rejected it. Whatever the want, it's because of what she can do, not because of what she is. At least Silvio is honest about it.

"Hey there." Flash greets her, running to her side, "Saw you in the class; figured I'd introduce myself. Flash Thompson, Football star, most popular guy in school, and all around great guy." He bumps into Max, to which he retaliates by pushing him into a wall with enough force to break something. Totally all around great guy material, for sure. "Out off the way dip wad! So, your name's Felicia right?" He asks, changing the subject.

"Flash?" She replies, turning to him, "So what? Your mom a drug addict or a dealer? Because I can't see any other reason for that name."

"No, Flash is my nickname, my names actually Eugene, but I proffer Flash."

"Oh, that because you used to run around naked or because of some premature ejaculation incident?"

"No, er, it's because I'm fast, fast as the Flash. Get it? No? Well, you want to get lunch together? I'll sure you where I like to shove nerds in trashcans on Tuesdays."

"Yeah, I'd rather eat raw fish." She tells him. She wouldn't mind some raw fish right now, sushi's one of her favourite foods.

"What?"

"Yeah, I got you pegged as one of those Alpha male types, that they pretty much dedicate every bit of their life to being better than everyone else. You pick on the outcasts and geeks since you know they're too socially awkward to fight back, and if they did they're probably not strong enough because they didn't spend their childhood playing sports to impress their dads. You know if you tried someone tougher than that they'd not only fight back, but probably win, and then probably everyone else would stop fearing you until you re-establish your dominance. Hit the nail yet big cheese or do you want me to continue?"

"What are you? Some kind of freak."

"No, just a girl who see's past all your overcompensating bull$^!£ and isn't afraid to say so."

"Sounds like a freak to me."

"See, now that you know I see past that you're trying to think of a way to prove me wrong, but all you and your tiny mind knows how to do is be a prick. You can't hit me because you don't want everyone to stop fearing you because you know no one fears a girl hitter. So now you're thinking of how else to do it."

"£^& you." He mutters, shoving her. Instead of falling back, she catches herself, pulling out a small carving knife and slashing at him, cutting off his sleeves, then a few more times to cut up his jacket, jeans, and undershirt, leaving him standing, completely unharmed, in just shredded clothes and easily exposed underwear.

"No, I'd rather do that with someone with a bit more maturity, and not wearing boxer-briefs."

"Flash is defeated!" Hobie shouts proudly, cheering, "We are free-" Until Flash storms past, pushing him easily into a trashcan. Followed by shoving Harry, then Debra, then Peter, then MJ, all in different cans as he walks past.

"Ok, Now I'm itchy."

"Why is there a long line of trashcans? And why were we all standing next to them?"

...

Returning home, Peter unlocks he door, waving to MJ as she enters her own home next door. Both their aunts are out shopping so later she's going to come over so they can play some split screen Zombie hunting. She pretty much dominated the last game they played, Crash Tag Team Racing, an old but classic racing game that is one of their favourites, so now he needs to really win. As per the agreement they made, the loser has to watch a film of thee winners choosing with them. I started with films they like but the other refuses to watch, but it eventually evolved into picking a film specifically that neither want as a form of torture. He sat through a cliché romance with annoyingly unsympathetic yet supposedly viewpoint characters last week, he is not watching another. Its not like she could make him watch the same one again though, they burnt the copy of Twilight after watching it and she'd be unwilling to cough up money she can hardly spare just to torture him.

Noticing the mail next to the door, he picks it up as he closes the door behind him, reading through it. Another hefty bill, luckily ol' Jolly triple J is just a little eccentric and egotistical, not cheap. He has enough to cover it. Another bill, he may not be able to cover that too. A third bill, Ok, now the government is quite literally extorting them. A fourth bill, Seriously? A letter from Amazon, addressed to Aunt May. Another bill, JJJ might be willing to pay him in advance if he asked him to. A letter for him. Really? And not another letter from school about his drop in grades. Opening it, he reads it, his face changing from bemusement, to shock.

...

Swinging late at night once again, Peter is looking carefully for anything even remotely resembling the cat burglar he tangled with last night. Doing this for a few months has taught him two things: Crooks get cocky if they think they're better than a vigilante, and that when crooks get cocky they strike again as soon as possible.

Right again, a shadowed figure leaps over a building, followed by an alarm blaring. Stopping on the top of a different rooftop, he looks at them, spotting the shine of a diamond in their hand as they take a moment to look at their steal in the moonlight. Smiling beneath his mask at the easiness of apprehending them now, before simply firing a lane of webbing at the diamond and pulling it away, getting her attention as he catches the shiny rock in his hand.

"Came back for a rematch?" She questions, cocking her head to the side and smirking.

"You could say that." He replies, webbing her feet, before throwing the diamond up, leaping off, swinging and kicking her back, ripping the webbing from its place.

The two fly off the building, as Spidey grabs her and swings back up to another building throwing her onto it, webbing her to the roof, and firing another web at the diamond in the air before it even falls, pulling it back.

"Don't you know it's rude to tie up a girl before the third day?" The thief questions with a flirtuous tone.

"Really? So that's why every girl I've gone out with left me for a French guy." He replies, landing in front of her. His face would drop, had the mask he wears had a visible face, when she starts to cut herself out of the webbing, kicking up, spinning on her hands and kicking him twice in the face, grabbing the diamond from his grip with one hand while pushing herself back onto her feet, landing in a squat before leaping at him, striking with the sole of her foot against his chest and kicking him off of the building. While flying inn the air, he fires two web lines at her, one hitting her in the chest and another hitting behind her. Pulling himself at her, she gets ready to counter, only for him to pull the web line to the side, changing his momentum and direction, causing her to stumble, allowing him to fly above her, firing two more web lines and pulling himself at her. Landing feet first onto her shoulders, he pushes her back, webbing her again and pulling her in a circle, throwing her into a daze.

"Ok, Ok, That's enough." She tells him, steadying herself, "I feel like I'm about to puke."

"That's what happens." He shrugs, taking the bag away from her, "You steal on my turf, and I give you an upset stomach."

"Could be worse, you should see the other psychos out there." The Cat like Thief notes, "You know, a little towards Jersey, there's this nut job in this white cloak that runs around carving up people's faces with a moon shaped blade. And Down near Clinton, there's some idiot dressed like a devil beating rapists and muggers half to death."

"New York, what you ghonna do?" Spidey adds, "I guess I'm the nice guy of super heroics. Speaking of which, how would you like to we webbed, to a wall? On the floor pinned? Or my personal favourite, hanging by your ankles from a street lamp? Your pick."

"Hehe, cute. I'll see you around, Spandex wearing bug man." She waves, back flipping off the building. By the time he realizes she's getting away, she's already gone.

"Huh, I really shouldn't get distracted by the sexy."

...

The Next day on the school bus, Peter talks with MJ about the thief.

"So like, she was this really hot platinum haired chick with this skin tight number, just jumping around, doing stuff I couldn't even do and looking hot when doing it. The had these claws, that she did this slashing thing with, and used it to get away the other day, and then yesterday, I got the stash back, but not until she did a couple of these really hot looking spins, then she got away, 'cause I got distracted when we were talking and she was sorta really hot looking at the time. But I still won, and returned the diamonds and told Detective Stacy everything. Did I mention she was super hot?"

"Really? I didn't get that from the way you described her." She replies, her voice filled with sarcasm while still wearing the vampire costume. "You do realize this is the sorta thing you tend to say to a guy friend remember? And that I use a different bathroom for, you know, a REASON, remember?"

"Yeah, sorry. Say, didn't you wear that costume yesterday?"

"Yeah, then when I got inside my house and changed and had it washed and dried for today, so I could wear it again, and again, and again until Halloween. That's normal right?"

"Not, really. You at least washed those fangs right?"

"Why?"

"Because they've been in your mouth all day yesterday, they'd get covered in all sorts of bacteria that gets worse when he take them out for even a second, I assume you took them out so you could eat or drink or brush your teeth so there's going to be-"

"No, they stayed in all day, it was a little awkward to eat two buckets of fried chicken with them, but I managed."

"Ok, that's just plain we-TWO buckets of fried chicken? How? I can't even eat one, and I'm the one fighting crooks all day."

"Oh, how hard spending time with a hot chick must be."

"Sarcasm is rude. Well anyway, why don't you save the costume until the actual day?"

"Utility. It's easier to run after pulling a prank on Flash if I'm not tripping over my own jeans. Plus, I kind of like the 'happy Goth' look it gives me. There's too many mopey Goths in the world, it's so poser-ish."

"Is there any point to this conversation?"

"I don't know. Let's change the subject." She turns to face a different spot, thinking of a topic, "I'm wearing new underwear today. They have skulls and pumpkins and bats printed on it."

"O-key, lets keep looking for topics, ones that aren't kinda awkward."

...

"So what happened to the diamonds?" Silvermane asks the young jewel thief currently wearing regular clothes he's taken in as they drive in the limo he owns. Surrounded by a couple of thugs, had Felicia not been strong enough to take her father's death as a knock to the chin than she would probably be intimidated.

"What do you think? A doo-gooder vigilante fought them off."

"Please, If Spider-Man had've tangled with you, you'd either have them or you'd be in jail, and if others like Moon Knight and Dare Devil had 've fought you, you'd be in a body bag."

"Spidey actually let me go." She tells him flatly, raising his eyebrow, "We fought, he got them off of me, and then we talked. He was actually a fairly nice guy, or at least to me."

"I can guess why." One of the bodyguards comments, stroking her arm creepily, getting an elbow to the chest, and a solid fist to his face, "Hey you stupid bitch-"

"Killgrave, settle down. But he has a point Felicia. For reasons we can all guess, Spider-Man has apparently a soft spot for you, which we can exploit. I have a job for you, one other than stealing jewels."

"Whatever."

"Tonight, I want you out in the streets, but instead of searching for places to steal, I want you to search for crimes. I'll arrange for Marko or someone to steal from a few places, I want you to keep an eye on them, see if the pesky wall crawler shows up, and I want you to help him. Gain his trust, apologize for your previous crimes, and claim you're seeking redemption, that sort of thing."

"And then?"

"And then, then lure him to the docks. I'm making a deal with someone. A scientist down on his luck sold a robot prototype to Fisk, and he's willing to sell me it for a considerable price. I believe the body of a vigilante would be reasonable. At the docks I want you to take him out the second you get the chance, I'll have him restrained and, then, the rest will be a surprise. So, willing to do this?"

Biting her lip, she nods, conflicted about the idea. A few seconds later, the Limo stops, and Felicia steps out.

"Oh and, don't forget your backpack." Manfredi calls after her, passing a small cat shaped bag to her, closing the door afterwards and driving off.

"Lousy piece of jail bait, broke my nose." The tall, strangely purple skinned Killgrave mumbles, rubbing his nose.

"Well, you should learn some boundaries and it wouldn't happen."

...

"Yeah, Herman, this is getting pathetic." Spidey comments as he taps on the head of Herman 'Shocker' Schultz, who is hanging from a lamp post by a line of webbing. his hands webbed to the floor, and his eyes covered in webs.

"You're an Asshole! You hear me? ! A £^%ing Asshole!"

"Oh, why thank you Herman, what a wonderful way to describe me. You always have such a way with words."

"£^%ing Wall Crawling Comedian." The thief mumbles as Spidey swings away, bitter and annoyed at yet another defeat.

"Anything going on down town?" Spidey asks his com device, getting a reply from MJ.

"Two break ins down near the southern end, a jewellery store and a bank. Both alarms tripped, with the same guy seen at each. Its like he's trying to get caught."

"Well, I should probably do what he wants then, shouldn't I?"

Spidey heads down to the locations mentioned, landing on a lamp post and spotting a tall and muscular man with a box cu hairstyle, a green and yellow striped shirt, and a pair of beige slacks. The man, holding a bag full of stolen jewels and another full of money, runs to another store, swinging the bag as a melee object into the window, smashing it open to use as hiss entrance. He swipes a couple of bucks from the cash register, before taking a couple of objects from the counter and shelves.

"You know, they're on sale. I'm sure if you wait a few hours you could just buy them legally for a few cents." Spidey quips while standing upside down by the entrance.

"What the hell?" The thief questions, pulling a gun and pointing at him, looking the hero over, "You for real?"

"No, I'm a figment of your imagination." Spidey replies, sarcasm practically dripping from the words.

"Whatever, I'm busy, go, find a kids balloon or something."

"Are you not getting this? I'm a super hero, you're a crook, you get smacked around for a few hours, then you get tied up and left for the police."

"Yeah? And I told you to-" He's cut off when a sudden kick to the back of his head knocks him out. Spidey blinks upon realizing Black Cat is standing behind the spot the thief formerly stood, in a rebound position following the kick.

"Er, what are you doing here? Why did you-"

"Oh, so no hi?" She cuts him off, smirking, "The whole, stealing things and being chased around gig got old. I want to do what you do."

"Complain about my life and my troubles? No, wait, that's what Tobey Maguire does. So you want to fight crime?"

"Yeah, kinda, If you'd show me how."

"Oh-kay then. Well, firstly we need to make sure he doesn't get back up." Spidey webs up the thief, along with his stolen items, "Then, I guess, follow me then." With a nod as her reply, Spidey runs out off the store, firing a web and swinging up to a building, followed by the former cat burglar.

...

"I don't get why she suddenly decided to switch sides, but to be honest, its a good thing." Peter says to MJ, as the two sit at their bedroom windows talking to each other. Both wearing their sleepwear, de to the lateness of the night. "I mean, it's the first time I've had someone do a heel-face turn. It's pretty cool."

"Seriously? She's started helping you? This is the same chick who stole a ton of jewels and slapped you around, then got away, twice, right?"

"No, she didn't slap me around, she avoided apprehension."

"Yeah, by slapping you around."

"Shut up. That's not important, what is, is that, I think I might have a partner. We spent the whole night just chasing down mobsters and beating them up."

"Oh, sounds romantic." Mary Jane replies in a sarcastic tone.

"Seriously, its the most fun I've had with anyone in a long time. I mean, sure playing Reach online with Hobie or killing Nazi Zombies with you and Harry is fun, but going around, fighting crooks with someone who can actually do the stuff I can do is like that times twenty."

"I still don't see how someone can suddenly switch sides like that. She didn't express any interest at all before in reforming?"

"Well, I guess she didn't really seem like she'd switch sides, but its not like it's impossible for someone to change."

"No, but its also not like its impossible to pretend to become a good guy and trick you."

"I'm no that guilable."

"You oce thought Flash would stop picking on you becausse he asked to speak to you in private. One minute later you're hanging upside down froom the flag pole in your birthday suit with 'I like Men' written on your chest."

"I was also thirteen. I've gotten better about that now. If she was planninng anything I'd be able to tell. She even looked remoursful, every so often when we were talking her expression would change to this, conflicted and guilt ridden expression."

"Whatever, I gotta sleep, good luck not getting stabbed in the back." With a wave goodbye, MJ steps away from her window, closing it and jumping face down onto her bed. Within seconds snoring is heard.

Closing his own window, Peter slips into bed, setting a small alarm next to his bed; he dims the lamp, pulls over the covers, and slips into a slumber.

...

Darkness, a dark shroud of nothingness overlaps a small street in Queens. A single ambulance sits outside a house, with several abandoned squad cars scattered across the street. A body bag sitting on a gurney stands beside it, with people scattered around talking and interacting. Moving through the crowds of people he knows, he moves towards the body bag that no one is paying attention to. He notices its open, so he looks in to realize it's still got someone inside. He pulls back, realizing its none other than Uncle Ben.

"Peter." He mumbles, pain induced tears drip from his face.

A gunshot is heard, as Peter turns to see the man responsible for his uncle's death aiming at him.

...

"No!" Peter screams, waking up. Sweating insanely, he realizes it was all a dream. Probably a combination between memories of the day being stored in his brain, courtesy of the eidetic memory he was born with, and a few subconscious feelings. Either way, it still freaked him out. Curling up into the corner, he rests his chin on his knees, taking in all he just felt and processing it. He glances at his clock, realizing it's still relatively early. Sure, midnight is usually a time students would proffer to be asleep by, but with his current hobby, it's more like 7 o' clock to him. Realizing he won't get back to sleep, he decides to go back out. Slipping into his spandex suit and putting on his web shooters, he opens his widow, looking around, and seeing no one. He takes a glance back into his room, before glancing into MJ's. From here he can see her sleeping, which he's always thought she sleeps in a cute way. He stops looking, realizing its actually a little creepy to do so, before closing the window behind him and jumping out to go fight crime.

...

"So this is what gave him his powers?" Silvio asks Norman, as the two men speak in an office, looking at holograms of the molecules of Globulin Green.

"What I believe. However, I'm afraid that's all I can give you, I don't know who he is or where." Norman explains to him, discussing Spider-Man.

"That's ok; I have ways of tracking him down. So, how do I kill him? Hypothetically of course."

"Hehe, That, that I can help you with. His powers include extra sensory abilities and a healing factor, so firing at him would be difficult. He's both strong and more durable, so anything less than a headshot, and maybe even that, would be useless. However, while bullets he could recover from and shrug off, if you can find a way to take him down, you'll just need to keep him pinned down. I'd recommend restraining his arms, preferably with metal. The best way to kill him would be asphyxiation, but that could be difficult as he can hold his breath for much greater lengths. I would recommend as quick a death as possible to stop him escaping, such as a head shot or slicing his throat. Hypothetically."

"Of course." Both men laugh a little, "Well, that's all I'll need. Consider your offices and labs under protection, and I'll arrange for your son to receive protection from muggers. As per our agreement for this information. Thank you for speaking to me at such short notice/"

"Pleasures mine. Take care."

...

"You're back?" The Black Cat asks as Spidey drops next to her on the corner of a building, watching the city bellow them, "Didn't you say you needed to go sleep?"

"Did, couldn't. Bad dreams."

"Oh, anything wrong?"

"No, just, remembering a few things. My Uncle died a month or two ago."

"Oh, sorry, were you close?"

"He was practically my dad. He almost raised me from birth."

"Oh, too bad, my dad died recently too. Gunshot or something. It's weird when that happens, you know? Someone who's been there your whole life just suddenly goes away. Its, kind off hard to deal with."

"I've learnt that privately blaming yourself and fighting crime to the point of nearly ruining your life helps."

They both chuckle a little, a small flash of guilt taking the supposedly former thief's face for a second before she represses it. She looks at him, with his large eyes, looking back. His nerdy personality and witty charm combined with his large head actually makes him somewhat cute. Wait, Cute? What is she thinking. He's a mark, she's to use him then lose him. Speaking of which, tonight would be a perfect opertunity to get rid of him. Instead of sending him to Fisk later, he can always hand him over during the deal, no difference. In fact, Fisk would probably proffer it.

"You, err, you know, I heard a deal is going down at the docks." She tells him, in an unusually awkward fashion, "Some kind of contraband or something, nothing big, we could bust it."

"Sounds good, lead the way." He replies, oblivious to her plan. She takes out the grappling hook gun she has, launching it at a building and swinging. He follows, with nothing but confidence in her.

Stopping above it, she looks at the site, thinking over what she's to do. He lands next to her, surveying the area. He notices two people, both familiar looking: Fancy Dan and Montana of the Enforcers, holding what look like batons.

"Those two don't look suspiciously a lot like they're guarding something, not at all." He notes sarcastically.

"Should we check hem out?" She asks him, hoping he'll say yes just so they can get this over with.

"Sure. Race you down." He leaps off, followed by her. Both swinging down, they land before the two.

"Hello Gents, do any of you know where I can find this-Raagh!" His joke is cut off by a sudden shock of electricity. Black cat, holding her taser to his neck, glances away as he falls, followed by a couple of more painful shocks. They were holding cattle prods, not batons.

"Sorry." She mumbles as he slips into unconsciousness.

...

He wakes up, tied up to a cross shaped metal structure surrounded by the Enforcers, Hammerhead, Silvermane, Black Cat, and a large group of men wearing white suits and masks. The Maggia stares him down, waiting for him to wake up.

Realizing he's only tied by the wrists, he gets ready to pull the ropes off, when he's hit with a cattle prod again. As he lays flat from the pain, Two mooks go to each arm, pulling out a large metal spike with sharp 'teeth' sticking out around the thick end. Stabbing each one into his wrists, they destroy his web shooters, painfully stab into his wrists, before it digs into the structure, as several more teeth extend underneath, locking them in place.

Several kicks to his torso are delivered from a couple of mooks and a few punts to his head, before Silvio walks up, stamping as hard as possible to Spider-Man's lower abdomen. And his nuts.

He screams from the pain, As Silvio laughs.

"So, Spider-Man, the little Shit that has been screwing up my business." Silvio comments. He steps over him, placing a hand on his mask. Pulling it off, he see's the bloodied face of the 15 year old. "A kid? A Kid! A Fucking kid is the one that's been messing with my business. I don't fucking believe it." Laughing a little, he turns to Felicia, "He's probably in your class."

"He-He is." She speaks up, shocked at this, "Peter, Peter Parker I think his name is."

"Parker-Oh, I remember that name!" Fancy Dan adds, "Remember reading a story in the Bugle about it, some old dude, Ben Parker, got wasted by Caradine when him and his boys launched heir state wide crime spree. Left behind his wife and a kid or nephew or something. He was the first guy Spider-Man busted."

"Really? So that's why you dress like a £^&ing queer and fight crime. Interesting. Any girlfriends or people who he might of confided in?"

"Some red head dressed like a vampire, some kid who thinks he's hardcore, and Urkel's long lost brother, those were the only people I've seen him with." Felicia explains.

"Well, when we're done with him, I'll send someone to deal with them." Silvio mutters, "But for now. Lets show Mr Christ here why people don't mess with those in power."

With his signal, a group of Maggia thugs got to each side of the structure, lifting it up. A barbed wire is wrapped around his neck, holding him to the structure, pinning him. He's being crucified. A few objects are thrown at him, followed by cheering from the goons. Silvio stands in front of him as the he's stood up, being head level of him.

"Any last words?" Silvio asks, holding a small revolver to his forehead.

"You're really old, like, ancient. I'm surprised you don't just suddenly collapse any moment."

*Bang!*

The force of the bullet blasts into his head, knocking the entire crucifix structure back onto the ground.

"Didn't quiet catch that?" Silvio comments, smiling like a Cheshire cat while wiping the blood from his face, as his mooks and minions all stand inn shock, and Felicia struggles to not cry at the sight. "And like the last shit that tried to fuck with the people in charge, you die on a cross."

"Hehe, it's funny, because that's what Jesus did, and he died sorta like this." Fancy Dan notes, laughing.

"Next order of business, our deal with the Kingpin."

...

Cliff-hanger! Next time: As Felicia deals with betraying Spider-Man, She tries to make up for it by finding a way to stop Sivermane's deal. But when the robot prototype, Ultron, gets activated, all hell breaks loose. Can Felicia right her wrongs?

Notes

-Shorter than previously, but I decided I wanted to build suspense and drama.

-Peter's locker combination was mentioned to be 04072012. Add a couple of slashes: 04/07/2012. Fourth of July, 2012. That's the day The Amazing Spider-Man comes out in the UK. I'm going to watch it opening week, so help me god.

-The classroom scene was longer and more detailed than planned. I just started writing and it went from there. At least it fleshed out Dr Connors 'Cool Teacher' personality, and MJ's 'Cloud cuckoo lander' personality. It was also one of the most fun scenes to write. Same with a few of the other scenes with MJ in it, nothing but filler, but kinda fun to write. I proffer writing characters like her: Fun personified nut balls. Like Deadpool and Squirrel Girl, the latter of which I need to incorporate into a story at some point.

-The two vigilante's mentioned were Moon Knight and Dare Devil, if the description wasn't enough. In my universe, other than SHIELD and the X-Men, those two are currently the only other super heroes (Both technically not superheroes per say, neither are really 'super', just badass) in the world at the moment and will be incorporated as close allies to Pete later (I actually contemplated now, but decided I'd wait until later). Others existed before them, Cap, Namor, Bucky, Union Jack (WW2's Monty version), Blazing Skull, and the rest of the Invaders were active during WW2, and I plan to write a chapter involving them in the X-Men one (Possibly as a story Wolverine tells the students about the last mission they had together).

-I wanted to post the next chapter of my X-Men story before this, but found this chapter more fun to work on than the other (Which was partially because it was feeling too much like many off my other chapters, being Wolverine and/or a small motley crew search around some facility, fighting guards off and taking on whoever's inside). However, this may not be a bad thing: I want to get it so both stories are happening at the same time, so that crossovers and similar stuff may happen (since my idea for Carnage involves a plot that would need Wolverine), and while I plan to use a time skip, I don't want it to happen until I've gotten to the point where Apocalypse was defeated, which will be in about 20 or so chapters (Bare in mind that that's an estimation). This includes introducing a number off villains, killing off two characters (But who is a mystery), a few story arcs, and a few other things. So, what I'm saying is, I may have to alter the ratio of chapters produced, without treating one story unfairly (Which would mean this is deserving of a few extra chapters since I've double updated a few times recently in thee X-Men story).

-Killgrave, to those who don't know, is the name off the Purple Man, who despite a ridicules name and appearance is no laughing matter. He can control people's mental state with Pheromones, which ever since BMB wrote Jessica Jones/Jewel into the Marvel Universe, he has been redeveloped as a psychopathic rapist, who used his power to break Jones down, basically reverse-raping her (by instead making her want to have sex with him and then refuse to do so) and then leave her unable to do anything as he abducts and violates random women in front of her, just so he may taunt her about how much of a terrible super hero she is. I basically use him as the enforcer who is known to do unspeakable acts to women for the Maggia, and is basically the guy everyone wants to beat down on.

-The dream was inspired by a scene from Ultimate Spider-Man, in which he dreamt about Uncle Ben's killer shooting him.

-I wanted to write a scene or two with Felicia interacting with either Peter or Mary Jane in school, but I couldn't think of one.

-Yes, I did compare Spider-Man to Jesus, but in this situation, why not.

-A couple of swear words were uncensored, partly because it added drama and would of became narmy if censored, and partly because I was using a computer that lacks auto correct when writing that scene when usually I use one that automatically replaces shit and fuck with $&!£ and £^& respectfully and couldn't be bothered to use them instead.

Now, I'm going to go to sleep, when I wake up, I'll finish little bits of this, before uploading it. I hope you enjoyed reading so far. Stay tuned for the next part, may take some time, I'm starting college next week (Retaking English, Again, and taking a course in Forensics) so updates may get spacier.

Also, if any of you have any ideas or suggestions on what I should add or do, please say so, it would be great to know what people are wanting to see so I know how to cater to you all.


	7. We Killed SpiderMan

Part two of the previous story. Read, Review, Enjoy, peace.

"Weird ain't it?" Fancy Dan comments, as he and Montana carry the body of Spider-Man into a large cargo crate to hide his body until the deal, "He's been jumping around, kicking us around, ruining everything for us, and he's just some scrawny kid from Queens. The World we live in."

"Whatever just hurry up and move it, I hate carrying a stiff, in a few minutes he's ghonna stink like Ox's breath."

"Hey, Hey kid!" Fancy Dan yells to Felicia, as she looks at a wall with a conflicted expression, "We could use a hand."

"Bite me."

"What's her problem?" Montana questions, mumbling to himself.

"Women, they always got some problem." Dan replies, as they heave his body into the crate, and close it up afterwards. "It's funny, I still can't believe..."

"**We killed Spider-Man"**

The second they turn their backs and walk away, Felicia moves to the crate, opening it up, and kneeling next to his body. She can't believe they actually killed him. It just doesn't feel real. Sure, she'd only known him for a few days, but he was actually a genuinely nice person, something she's met very little of. She rolls him onto his back, looking at his front. His face is covered in blood, so she starts to wipe it off, he deserves at least that.

Then, the bullet falls out-wait, the bullet? They usually become embedded in the brain, or exit out the back. How could it just fall out? As she dresses the bullet wound, she realizes why: The skull is not only completely undamaged, but has apparently been able to withstand the bullet. She quickly checks for a pulse, a heartbeat, a sign he's breathing, something-Bingo! She can feel a pulse from the corner of his neck and jaw area, and then she realizes he's started breathing healthily.

He's healing.

A Smile escapes her lips upon realizing he lived, but then it drops upon remembering he's not supposed to be alive.

"Rer," He mumbles, as he starts to regain consciousness.

"Spider-Man?" Felicia asks his barely conscious form.

"Rugh, Cat..." He lifts a hand to rub his head, realizing he's not wearing a mask and snapping back awake, as the memories of the events resurface.

"You're alive."

"And you're evil!" He sits up and pulls himself away from her, his confused appearance switching to anger, "You didn't switch sides, you played me!"

"No, you don't understand. Silvio realized that the only way I could escape without the jewels was if you were going easy on me, so he told me to lure you into a trap."

"In other words, you played me!"

"I had no choice! I have to work for him, it's the only reason I'm even alive." Peter raises an eyebrow, "Silvio does NOT like it when someone who works for him leaves. Ever since I could remember, me and my father had been robbing places. We were both naturally skilled at doing stuff like that, so it was like we were above the law. When my dad died, Silvio took me in with only one demand, work for him regardless. If I leave now, I'm dead, if I don't do what he asks, I'm dead. So long as he's alive, I'm trapped."

"Why not just sneak away and go to the police? You must've uncovered something you could give them to make a deal."

"I've stolen, a LOT of things growing up, not always with my dad. There's nothing I could use to make a deal with the cops that doesn't result in going to jail too, and the second I get sent down, Silvio'd probably have me wacked from inside."

"So, you're a prisoner too. Huh, I feel like Orlando Bloom right now." Peter mutters, his joking personality still intact despite just dying just a minute ago.

"Basically. Which is why this next bit is awkward." She adds, making him raise a brow.

A minute later, he's lying unconscious as she replaces her taser, leaving and chaining up the crate behind her to keep him in, a sense of guilt on her while doing so.

As he recovers and sees what she's done, he swears under his breath. "Ok, now I'm angry. I'm going to escape just so I can stop them."

He looks around, realizing she's chained up the only exit. Thinking, he jumps onto one of the walls, so that he can investigate his surroundings with better perspective.

Then he notices it, a hole. Not very big, hell, it's about the size of his head, but a hole none the less. He climbs to it, trying to squeeze through. He tries to squeeze himself through the hole, struggling, until he realizes he can just bend the metal. Pushing himself outside, he carefully scans the area, noticing the Maggia mooks still wandering around, about the same number as he saw earlier, probably the same ones. The enforcers and Black Cat talking amongst themselves, and Silvio, still covered in Peter's blood and talking to some new guys: A bunch of people wearing high reddish-orange suits, several helicopters, and a laptop with someone's distorted face on it.

His blood. Peter remembers what happened. He was shot in the head, the head, point blank straight into the forehead and he survived. His skull didn't even crack; it's durable enough to survive a direct gunshot. This is both a confidence boost for him, and an example of why whatever it is that's in his blood should have been sold to the Military instead of taken back to the drawing board. Sure, people died thanks to those spiders, but that wasn't Osborn's fault, was it? Not as far as Peter knows anyway. Why hasn't this been given to the soldiers fighting in the east yet?

Then he remembers, Silvio is talking to some new guys. Whatever they're doing, it's probably illegal, and he can't stop them until he finds a replacement mask and some shooters.

He sneaks away, climbing up to a nearby building. In case of a situation like this, he's hidden spare web shooters at certain spots in the city, along with a change of clothes and a spare mask, with one not too far from there. Its getting late, he can tell that, so he needs to clean this up quick in case Aunt May realizes he's gone, or MJ, or in case these guys reveal who he is to the world.

Grabbing the hidden duffel bag from behind a gargoyle, he slips on the web shooters, takes out the mask-which unlike his regular one is actually just plain red with white eyes without any webs or eye frames-and gets ready to leave. However, he looks down to see his upper body suit is torn severely from that beating he took, so he slips on a blue hoody over it to cover up.

He leaps off, swinging back to the docks.

...

"You idiots!" Silvio shouts, backhanding Montana and Fancy Dan, as they stand outside the crate without Spidey inside. "Did you not think to check if he was dead?"

"Well, you did shoot him in the head." Killgrave interjects, "It was the general assumption that he'd die, so it's not their fault they didn't check."

"Good point Killgrave, no, it's not their fault, but next time we'll check if they survived." He clocks his gun, pointing at the purple skinned rapist, and firing straight in between his eyes, killing him. "Someone check if he's alive."

"Jesus you shot him!"

"Yes, Fancy Dan, I did. But how many will miss him? Its not like any of you actually LIKED him anyway. Now, unless you want to be next, make sure he's dead and dump him in the water. Ox, go call Blackie Drago, tell him we need to go with plan B, have him send two million dollars to us and we'll just buy this robot."

"He's all the way in Jersey, that'd take 'im nearly an hour to get here, The Kingpin's boys'd waste us if we took that long-" Before Ox can finish, a masked Maggia mook standing next to him is shot in the head by Silvio.

"Be glad you're a higher rank and a better resource than he was. Next time, I won't care about rank."

"I-I'll call him than."

...

"...Trying 'o get me killed or something." A young, shaven headed man mutters to himself as he walks towards his expensive motorbike, slipping a key into the ignition. He places a silver suitcase on the back, strapping it before revving to drive, "That's on the other side of a frikking island. Either one of those costumed freaks' get me before I can get there."

Driving along the street, a shrouded figure watches over him. A moon light-coloured cowl covers their face as they watch them drive. Three strips of cloth form a cape as it hands from the back of his neck, covering his similarly coloured body armour, with strips of cloth wrapped around his body for no known purpose other than style.

As Drago drives, with no other vehicles in sight, the Cowled commando watching him slips out a small, crescent shaped double edged blade, tossing it as if is a throwing knife, as it flies at its speeding target. The blade cuts into the front wheel, tearing it in two and causing he bike to fly forward, launching its bewildered and terrified drive at a lamp post, which breaks his flight painfully while breaking his shoulder. He looks terrified into the air, as the white shroud launches itself into the air, using its multiple cape shreds to glide in the air. He tries to drag himself away, only for the flying freak to throw several small metal orbs around him, exploding and surrounding him in a wall of fire as the Caped vigilante lands before him. As he's about to step above him, Drago pulls out his pistol, as the Moon coloured knight pulls two identical pistols, highly powered and made of the same moon coloured metal as the blade, aiming both at him.

"Drop it." He commands, his voice dark and serious, without sounding horse. "I'm wearing two inches thick body armour capable of withstanding tank rounds and holding two SHIELD issue high powered pistols CAPABLE of damaging my armour. You're wearing a dirty hoody and a shirt too big for you, holding a luger. Drop your gun, before I shoot it out of your hand, and your hand with it." Realizing what he's saying, Drago moves his hand towards the side, getting ready to let go of his pistol, only for the Vigilante to fire at his hand anyway, eliciting a loud scream of agony, "Too slow. Now, Drago, tell me where the money was being taken."

"No!"

"That wasn't a request." The vigilante tells him, stamping on his gut.

"Who the hell ar' you-" A kick to his face cancels his question.

"Answer me."

"Wha-What are you ghonna do to me?"

"If you cooperate, you'll die in jail after being shanked to death by your cell mate, if you don't, I'll kill you myself, but not until after I've pulled your finder nails out with a pair of tweezers. Your choice." The white cloaked vigilante tells him, his tone grave and his attitude deadly.

"You can't do nothing! You're a hero, you have rules!" Drago shouts, as Moon Knight presses a gun to his head.

"Sure about that?" He pulls back the hammer of the gun with his thump, pointing directly up his nose.

"You're crazy! You're a crazy son of a bitch!"

"I get that a lot." They reply, no even remotely bothered about the insult. "So, ready to talk?"

"Silvio! Silvio Manfredi! He told me to bring it to 'im! He's making a deal wit' the Kingpin and told me to bring the money!"

"Thank you." The lunatic 'hero' thanks him, as he drops a heavy metal ball next to him, attaching a wire to it and wrapping it around his neck. He presses a button on the orb, causing an LCD screen to light up, saying 'explosive, armed. He pulls a small metal key from the device, placing t just out of reach of Drago. As he walks away, the bookie tries to lift the device, realizing its too heavy.

"When the police come to pick you up, tell them that that key disarms the bomb." The psychotic vigilante tells him in passing.

"You crazy son of a bitch, who the hell are you?" Drago shouts, earning his attention.

"Me? I have many names." He replies, pressing a switch to bring a crescent shaped flying device that attaches to his back like a jetpack, finishing his reply as it starts to fly. "To you, I am Vengeance. I am Justice. I am the avatar of Honshu. I am, Moon Knight."

...

"...So, correct me if I'm wrong, but are you telling me that you first wished to trade this product in exchange for a dead vigilante, only to then loose said vigilante and try to pay cash, where another vigilante stole it id-transport and now have nothing to trade with?" The voice from a small laptop, being distorted by a program so the speaker may not be traced, asks the Maggia boss. "Is that Correct?"

"Yes, Kingpin. That's what happened." Silvio explains.

"Then give me one good reason why I shouldn't just activate this machine from here and let it tear you and your men apart?" The computer questions, as Silvio turns to look at the machine he planned to by: The Ultron Mack 5, created by Dr Henry Pym before he was released from contract at Stark Industries following Obadiah Stane's take over after Howard Stark's death. Dr Pym was driven to bankruptcy and forced to give up the Ultron drone, still in testing stages, to pay off his mortgages. The Ultron robot stands two feet taller than Silvio, who himself is a tall man, with clawed fingers, flexible upper arms and upper legs, with bird like feet. It has three highly flexible necks, attaching to a distorted skull shaped head.

"Because, doing so would be, VERY, bad for business. May I remind you that the Maggia in New York alone is three times bigger than your organisation? I have three times the amount of power as you do, Kingpin, so I'd be careful how you speak."

"Correction: Count Nafaria was the one who HAD three times the amount of power as I do." The Kingpin's voice claims, causing confusion to take shape of Silvio's features, "Or haven't you heard yet? Was able to put Nafaria in a position where he had to sell the New York branch of his empire to me or face jail time. I am your boss now Manfredi, and while I was nice enough to let you buy Ultron, I'd suggest you speak in a more polite manner."

Watching this is Peter stands from atop a crate, unnoticed by anyone. He scouts the area, trying to find the best way to fight them all. He dives off of the crate, firing a web line to smooth his landing.

As more of the Kingpin's forces arrive, noted by their choice of orange clothing, they start to surround and round up all of Silvio's men, keeping them from any funny business.

Then, as one walks past a crate, a line of webbing hits them, pulling them into the crate. A thud is heard, followed by the sound of webbing, then silence. "Don't let the bed bug bite."

Another walks past a small light post. He doesn't even see the two white eyes floating near it, and doesn't see the web fly at his feet, pulling him up. Peter holds him up, punches him twice before dropping him and webbing him into a cocoon. "Say good night."

A third walks around, a torch in hand. He looks away for a second to look at the moon, not noticing it when the torch illuminates a blue hoody with a Spidey logo. By the time he's back to looking, two webs hit his head, slamming him into the concrete and webbing him in place. "Time for another funny sleeping based quip."

Two more serve as sentries, looking around. One looks up for a second to sup some coffee, his torch catching the swinging figure. "There he is! The wall crawler!" He shouts, dropping his coffee and firing at him, a bullet grazing his arm and alerting his presence to everyone.

Peter drops to the floor, crawling along the gravel and sneaking up to the other two. He turns to a predatory stalk, watching them.

"Who ya' looking for?" Spidey whispers to them. Before they can react, a roe of webbing wraps around their face. Being pulled tightly, it gags their mouths and binds them together, the two banging their heads together as they do so.

Webbing them up, Peter walks in the shadows. That's five. Thirty to go. Wow, Batman makes this look so easy.

...

Meanwhile, back at the meeting, Gunshots are heard.

"What was that?" Kingpin questions from the laptop, "Who fired shots?"

"Those are our weapons boss." A Kingpin thug says to the laptop.

"Your boys getting trigger happy?" Silvio mockingly comments as Kingpin's boys start to radio in.

"Kirby, Bendis, Lee, Ernis and Ditko aren't responding." One points out.

"Or they've been taken down." Kingpin sums, "This is either the work of a vigilante, or some of your men Silvio. Either way, it works out bad for you."

"My men hold the highest level of loyalty, I assure you. I'll call a few others they'll come and do some grunt work."

...

Inside a bar, populated by the scum of New York, sits a man, alone, drinking whisky shots. Dark hair, balding, getting chubby, wearing an open blue collar ensemble. He looks like your typical hick.

Joes Quesada is as bad as they come. A life destroyer. While he's never killed anyone, he does stuff far time enforcer. He's proof that you don't have to kill someone to take a life. He was formerly under the protection of Silvio, but for the last two years he's been answering to the Kingpin in secret.

Of course, Joes has been told about Kingpin's rise of power, and as such is no longer playing double fiddle. He knows when to trade up, and he's doing just that.

When Silvio calls, he merely looks at the phone once and drops it into a half pint glass, pouring the whisky into it.

He doesn't have to worry about spending too much, today's a celebration. Earlier, he beat the justice system once again, by wording his denials to specifically make it so the victims would break down and be unable to testify.

Speaking of which, he watches from his table at the new waitress. Young, blond, with great curves. He continues checking her out, rubbing his leg like the disgusting scum he is.

The waitress of course notices this, and knowing who he is, makes it extremely uncomfortable. So she turns to the older waiter, asking if he can cover the rest of her shift. They nod, and she retreats to the back room.

With his Whisky gone and his latest eye candy slipping away, Joes Quesada pulls his jacket on, leaving his money on the table. He didn't even leave a tip.

A Horned shadow stands above the bar, watching from above. He'd be keeping his eyes on Quesada, if he had any that worked.

The waitress leaves from the back entrance, struggling with her handbag. A shadow approaches hers, as a figure starts to follow.

"What's the matter beautiful? Lose something?" Quesada howls, causing her to drop her bag and turn, fear glazed over all her face.

She looks for something to do to escape, but only sees a shiny piece of metal sticking out from his hand. A gun or a knife, she's not sure.

He starts to approach, his sadistic face carved like the Minotaur, his bull like physique walking past an alleyway that stood in between then, blanking the metal fire escape.

Though he should have notices the metal wire dangling in front of him. The wire quickly tightens as another figure drops from the fire escape, pulling the wire up. The stand, holding two red bars, with a similar coloured garb. A dark red leather jacket hangs over his torso, DD stitched interlocked on the left chest. A darker shaded shirt inside, wore tightly to show his toned physique. What it doesn't show, is the unknown number of scars and burns from previous fights. Dark red pants with two belts holding them up, along with a holster on the thigh, lead into his matching, army issue boots. His head is covered in a dark red cowl-like mask, covering everything with two metal horns sticking out the front. His eyeholes are nonexistent, replaced by a reflective plastic with a blood red tinge that reflects an orange light.

"Hey," They spit out, an oddly sinister smirk resent, "How you doing?"

"D-dd, Dare devi..." He chokes out, "Didn't you hear I was acquitted?"

"By that judge. Lets have a second opinion, shall we?" The Vigilante turns to the shocked woman, "Go get a cab." He throws a bag of loose change at her, cocking his head to signal to go.

"Please, I swear I have an explanation."

"So do I. You reek of excitement she reeks of fear. Do the math." He sniffs up, catching a wif of gunpowder, "A gun? You got a gun? Well, Aren't you ghonna shoot me?" Quesada's eyebrow rises in confusion, as he picks the gun from his belt. "Go on, do it. Shoot me. You know you want to."

"Cagh, heh," He continues struggling to breath. He's being held at the right height so he won't choke to death, but won't be breathing well.

"Didn't you hear me? Guess not." The Vigilante steps back, pulling the wire tighter to make him drop it. "Now, where is he?"

"I don't know! I never spoke to him in person! I swear!"

"Don't play dumb. I saw the phone. Where did they ask you to come to?"

"Th-The docks! Ok, the docks! Please, no more..." Daredevil drops him, returning the nunchaku to its holster. He turns away, stopping a split second before a gun touches the back of his head. He listens for the bullet to enter barrel, spinning around, elbowing the arm, twisting it around and nearly breaking it off.

Quesada drops to the floor in agony. At least he doesn't have a bomb wrapped around his neck, though he is then chained to the fire escape, the gun placed in a plastic bag and left next to him.

...

Silvio stands by the laptop and the robot, flanked by Black Cat and two Maggia bodyguards. One suddenly screams as he's pulled up into the air, before being dropped on the other.

Spidey drops to the ground shortly thereafter, not taking his eyes from Silvio.

"So, you did survive."

"What can I say? I'm one of those spiders that you just can't kill." Spidey shrugs, before instantly lunging into a kick. His attack is blocked as Silvio effortlessly counters, before he karate kicks him into a wall.

"Ok, REALLY didn't see that coming."

"Did you think I got where I am from intelligence and money alone? It's a dog-eat-dog world, and I've kept myself more than capable to fight off a few hungry puppies. Now, Felicia," He turns to her, handing her a gun. "Take care of him, and aim for the eyes, I don't think those are as protected as his thick skull."

"What? But..."

"Felicia." He adds, more sternly.

"N-No! I'm not your assassin! I stole for you, I fought for you, but I will not kill for you!" She throws the gun to the floor as she turns away.

"Fine." With a swift kick to the back of the head, he knocks her to the floor. "Your father would be very disappointed had I not killed him."

He takes the gun back, approaching Spider-Man as he lays half unconscious.

Noticing him, Peter webs a metal bar, pulling it and swinging it at Silvio, taking him by surprise and knocking the gun from his grip. Silvio spits some blood from his mouth, glaring at him. Peter's only ever seen one guy stare at him like that. Carl King, one of Flash's cronies who seemed to honestly hate Peter and friends. But, unlike Carl King, Silvio isn't just a bully. Silvio doesn't just want his homework done or to just punch him out. He wants to quite literally take his heart out.

Over his dead body.

Silvio, knowing that even if he is a skilled fighter he's not gooing to beat him by himself, merely presses a button on a small control device, activating Ultron.

"Kingpin, consider this the payment." Silvio says to the laptop as Ultron acivates, scanning the area. Silvio moves away from Spider-Man, expecting the robot to engage him. It does.

Ultron takes a step, analysing his environment. Despite being nothing but a robot, Henry Pym always referred to him as if he was a person, so as far as Ultron is concerned they should as him when referring to 'him', as apposed to 'it'.

"Oh, a new play thing. Well, good thing a freak like me needs company, or this would be awkward."

Ultron analyses his status. Fully powered, fully functioning. And all the weapons he needs. And Pym calls himself a pacifist.

"You, speak like her." Ultron mutters, looking at Spider-Man.

"Er? Did you just speak?" Peter is taken aback by this.

"I am Ultron. I can speak all known human languages, and communicate with a number of animals."

"Wow, becausse you know, that's what you want to build into a robot. The Ability to speak to goldfish."

"Yes, you remind me of Van Dyne's daughter, the one with the springy hair. Why Pym seems so infatuated with her is in understandable, but unrelated to this. You are?"

"Wait, you're asking me a question? O-kay, I am Spider-Man."

"Spider-Man?"

"Does whatever a spider can. Spins a web, any size." Peter aims his web shooter at two downed guards, "Catches thieves, just like flies."

"Well, Spider-Man. You shall be crushed like a spider." Ultron lunges, almost like a tiger, at the wall crawler. He attempts to block, but fails to hold him back. He's never fought with someone made of metal.

"Well, Ultron can deal with the Spider." Silvio mutters to the Kingpin, "And when its done, you get the spider, I get the robot."

"Silvio, do you take me for a fool?"

...

"Do you?" The Kingpin asks into the speaker from his private home in Westchester. Wilson Fisk, a dark skinned man of great girth, identified by his bald head, imposing figure, and white suit. To the public, he's a gentle giant philanthropist and self made millionaire, whose call to fame is his large charitable donations which earned him the vote of Mayor, a position he's held for ten consecutive years, and the first to do so from the Bronx. Privately however, Kingpin is the former bodyguard of Felon and killed the man once he taught him everything he knows about running an empire. The public could never believe that Wilson Fisk, the pudgy and kind-hearted mayor, could be a ruthless crime lord who's been pushing drugs and prostitution.

"I don't know what you mean, Kingpin, I mean you no disrespect."

"Grovelling now? Do you not see the flaw in this deal? If Ultron kills Spider-Man, than it would make it a weapon I would rather keep, not give it away for a rotting corpse. Ultron is mine, and I have no further use for you." He presses a button, disconnecting with the aged crime lord. "People, Silvio and his boys are no longer deemed useful. Dispose of them."

...

"What is going on?" Moon Knight asks himself as he stands above a building, watching the battle. Two minutes ago, Kingpin's men started killing the Maggia, and have wiped out the faceless mooks. The Kingpin's men are hunting down the Enforcers like they're rats.

"I was going to ask you the same question." Another voice questions from behind him. Moon Knight tilts his head to the side, noting the red leather of his visitor.

"Daredevil."

"Moon Knight."

The two have a somewhat uneasy alliance. Neither have a good track record with the police, so they've made agreements to assist the other when needed. Share info; discuss crime, stuff like that.

"Kingpin's betrayed Silvermane." Moon Knight sums, thinking to himself. "Looks like I owe you a drink."

"If we wait, they'll kill each other and we can just take out who's left."

"Not so simple, Devil. Spider-Man's in there."

"Spider-Man?"

"The one with the webs. New kid, can't be older than 16. Fast and strong though. I've had my eye on him since he first showed up."

"A teenager?" He questions, a little annoyed that a kid would try to do this.

"And an Idealist."

"What is the world coming to?"

"There's something else. Black Cat is down there too."

"The thief? How long have the police been chasing her?"

"Three years. I've been hunting her for two. She's fast and sneaky, hard to hold down."

At the battleground, Spidey battles Ultron while Silvio takes cover, watching as the two skirmish. "Felicia, I suggest you go and help he robot."

"No." She replies, this time a bit more confident. "You heard Fisk, you're over. So _I _suggest you go and leave as soon as you can."

Silvio glares, ready to burst into a rage. He does NOT like to be refused. He picks up the metal bar Spidey threw at him, swinging at her. She dodges, and then dodges again, slicing with her claws. The bar becomes shorter, but sharper, as it now looks more like a spear. He strikes in a stabbing motion, causing her to role out of the way, kicking his leg in while doing so.

"So, you like a new Japanese toy or is there a brain inside you?" Spidey quips as he webs Ultron, swinging the robot into a crane.

"Your assumptions are incorrect." It replies, firing an energy beam at him. Wait, an energy beam? Walking up walls, fighting Scorpions and Vultures, energy beams! He's really became a big shot superhero. He dodges another attack, grabbing a large metal crate and swinging it at the robot, knocking it into the water.

"Well, that was easier than expected."

...

"Stacy," George Stacy speaks into his phone as he answers a call. "Yes, Gwen, what is it? I'm at work."

Gwen Stacy is George's daughter, who currently lives with her mom in another state. They're not divorced, just separated. A few years ago, Stacy locked up deranged serial killer, arsonist, rapist, and necrophiliac Cletus Cassidy, a real scum bag that just thinking about is enough to give Stacy nightmares. He was pure, concentrated evil, and he escaped Riker's two years ago. For their safety, George had his family move to a different state since he's known to target cop families. Every two months they have to move to a different state, just to avoid him tracking them down. Cassidy is an escape artist and master of disguise, George would be unable to keep him in New York, so having his family stay moving would keep them safe. At least he hopes so.

"Nothing. Just needed to talk." The girl replies. A young girl, Peter's age, with long blond hair and Goth makeup, sitting on a red satin bed wearing a Fall Out Boy shirt too big for her. Notably, a small scar sits on her eyebrow. "I got into another fight today."

"Again?" He sighs. Gwen has trouble making fiends due to her status as a cop's dad. For some reason, that's an invite to bullies.

"I won, don't worry. Just, why can't we go back to New York? It sucks in Tennessee. The girls are real bitches. They keep spreading all sorts of lies and rumours, and I can't take it anymore."

"Trust me, whatever they do, Cassidy could do a lot worse. He's apparently been spotted in New York right now anyway, so even if I wanted you to come home you couldn't."

"I can handle that. I've taken karate lessons; I've got a taser and pepper spray. He can't hurt me."

"That's the same thing Gloria Grant thought before he got her. And before her, there was Lily Holster."

"I thought Holster survived?"

"She did, but that's not what she'd call a good thing." He runs his nose a little. "Look, next week I'll come to visit. If you-"

"Yo Stacy!" His partner yells, getting his attention, "Just got a lead on the Cat burglar case."

"Be right there Dewolff." He replies, turning back to his daughter's call, "Gwen I gotta go, take care off your mother."

"Ok daddy."

"Avoid strangers."

"Ok."

"Stay out of dark alleys."

"Yeah."

"And no boys in your bedroom if your mom's not home and keep the door open."

She hangs up.

"Teenagers."

Turning his attention to the case at hand, he moves to his partner, limping slightly. A week ago, he chased down a convict who escaped police capture. He was able to subdue the man, but got stabbed in the calf. He'll make a full recovery and he even got a medal of heroism for it, but it still hurts like hell.

"What we got?"

"An informant of mine told me some deal was going down at the docks. So I told him its probably nothing big and to hand it to vice, until he told me that Silvio Manfredi will be there."

"What does this have to do with the Cat?"

"You know how your Super Hero little brother brought you those tapes. Well, facial recognition got a lead on the man that got wacked. Its the Cat. And word is, Silvio's taken his daughter as some kind of personal thief o' his to steal stuff and accompany him."

"And you think that, if we bust this deal, we could get both Silvio and the Black Cat?"

"No, I just thought you should know before I hand it over to Vice."

"Sarcasm doesn't catch crooks Dewolff."

"No but it pisses them off."

...

"Damn they got McFarlane!" Fancy Dan shouts as he takes cover behind a crate alongside Montana and Ox. "We're ghonna die. We're really ghonna die."

"No we ain't!" Montana shouts at him, just staring at his gun, tryinng to think. His haat has been losst and, despitte that being his prized possession, he has no interest in getting it back. Fisk isn't known for hiring soft boys to do his work. These people are good at what they do, and the Enforcers cn both understand and fear this.

"We can't stay here, how much shots you got left?"

"Three."

"I got four."

Fancy Dan is in the middle of a panick attack now. He's known as the Ladies Man because his strong suit is getting girls, not action. He can fire a gun, but he can't duel weild or dive into the middle of a gun battle and come out on top. All he wants right now is to live.

"We're ghonna die."

"NO, WE'RE NOT!" Montana shouts, grabbing he back of his head to make him face him. Montana and Fancy Dan have been like brothers for years, and to see him in this state is driving Montana insane. Looking him straight in the eye, he tells him simply: "Look behind me, there's a gate. Out there's Silvio's lim. We're ghonna get there, get out, and maybe find a way to lay low."

Dan's breathing steadies, as he takes that in. Now all that's on his mind is to get to safety.

"Well let go!" Ox shouts, running. He turns to fire at the Kingpin mooks as his friends run. He's shot three times by a laser weapon, leaving him lying on the floor.

"OX!" Dan shouts, turning around to look at him, having to be dragged away by Montana. Even if they get out of this, Dan will still be messed up. He's been there as they tortured Hardesky, he was there when they crucified Spidey, but this is what will push him over the edge. He is defiantly going straight after this.

They get to the gate, kicking it open. They run outside, ducking away from laser blasts.

"Where's his car? You said his car'd be here!"

"Its over there!" They run down the street, ducking around it. Laser blasts hit the side as Montana gets in, starting the engine as Fancy Dan climbs in. He notices the laser blasts are getting closer, while they're not moving. The thing wont start.

As both take cover inside the car, a door is blasted off by a powerful blast. Both men slip out, taking cover as its torn apart. Behind them is an alleyway, with a large metal door. Kinda heavy looking. Probably take two people to open it.

"Down there!" He shouts as they run for it, at least eight others after them. Dan recognises the one without the helmet as Morrison, a very scary man from Scotland, known for his deep, menacing voice. The two reach the door, as they twist the lock and both pull to open it, struggling due to its weight. Once Montana's inside Dan stops to look back. They're getting closer, and they're just going to open the door and chase after them. Realizing that they're going to kill him no matter what, Dan lets the Door close.

"Dan! What the he-" Montana shouts as the door closes. Dan Grabs the lock, twisting it shut before snapping off the handle. No one's opening this door any time soon. He turns to face the crowd, sweating and gulping. He clings to his pistol, his nerves shaking. Morison approaches him, grabbing him by the throat and pinning him against the door. Morrison says something as he holds his laser pistol to his head. Thought what he's said is lost on Dan due to his accent.

With two blasts, Dan falls to the floor, his hair scorched from the blast, his mouth open, and dribbles leaking out.

"DAN!" Montana shouts, banging on the door. He tries opening it, but it can't. The men on the other side similarly can't open it, despite their greater numbers.

He drops to the floor, crouched. He sits against the door, tryinng to think. His brother's dead, his boss probably too. Hammerhead's still up there, but Kingpin probably let him defect.

Coward.

He leans his head against his knee, as the emotions build up. He hasn't cried since he was a child and watched the scene in Forrest Gump when Bubba died. That's how he feels now. He hasn't cried since he was a child. Until now.

...

Spidey fights off the Kingpin's forces as they turn back, taking them out with ease. "Sorry, invitation only." He quips as he grabs one with a helmet, removing and placing the helmet backwards before kicking him.

"The Kid's good." The other two vigilante's note as they watch. They'd love to join in, to drop down there and fight Morrison and the others. But they won't. This is Spider-Man's night. Its his battle.

Morrison is knocked back by a strong uppercut by Spidey, taking him down easily. Soon, all that's left is a bunch of unconscious, and now webbed up, Kingpin goons.

Spidey swings up, looking for what's left. Only two people are left. Fighting each other.

He dives at Silvio, knocking him into a wall. He retaliates by hitting him across the face with the bar, cutting half his mask off.

"So, Peter Parker. Feel free to run off now. Make your escape. Scamper away like the bug you are."

"No, no running. None of us are leaving here tonight. Not yet." With that he kicks at him, just as Black Cat lunges and strikes Silvio into a wall. The old man gets up, pulling a lose tooth out as he gets back to his feet, using the bar as a support stick.

He strikes at them, hitting Peter in the shoulder and the leg. He strikes at Black Cat, knocking her taser from her hand when she tried to use it. She strikes at him, but he hits her with the blunt end of the bar, knocking the wind out of her. As he gets ready to finish this, a paralysing pain hits him as Peter uses Cat's taser on him.

"So, who's side are you even on?"

"Right now, yours."

"And why should I believe that?" Peter questions, facing her. "Why not web your feet here and let Stacy come and lock you up?"

"I had no choice." She mutters, as Silvio twitches to life.

"Everyone has a choice." He replies, oblivious to Silvio starting to rise.

"Who do you think made the hole in that crate?" She asks, causing him to think. Neither noticing Silvio getting to his feet, pointing the bladed bar at them

"Ok, good point, but why should I believe you? What reason-?"

"Look out!" She shoves him to the side, causing the over sized shank to stab straight into her stomach. He pushes and twists the weapon, lifting her up by it. As he starts to smirk, his smile is literally wiped off his face by her grappling gun being fire straight into it. His face is cut, almost off, as she aims at him. He drops to the ground as the Grappling gun, which also hit his neck, is pulled back.

Cat drops from her legs to the cold floor, bleeding to death.

"Cat!" Peter screams, crouching next to her, trying to stop the bleeding.

"Get away!" She pushes him back, "Go!"

She drags herself away as he tries to help her again, but she's unwilling to accept it. When he tries to pick her up, she tasters him again.

He wakes up a minute or two later to the sound of squad cars.

He looks around for Cat, noticing the blood trail.

He quickly runs after it, hoping she's alive. She may have died saving him after he refused to trust her. That's something that could knaw on his mind for a while. He finds her tools laying on the ground, and a mask, and a platinum wig, and a skin tight leather suit. He sees not too far from it a blond haired girl, lying in her own blood as she tries to get away, having tried and failed to change clothes to escape.

He recognizes her when she looks at him. Felicia Hardy, his new classmate.

Before he can react, two squad cars approach them, knowing who she is.

"Spider-Man, step away from Black Cat now!" A cop yells as they all exit, pointing guns at the girl as she pulls herself up.

"Go!" She yells, trying to get him to leave.

"Spider-Man." George Stacy tells him, also pointing his gun at her. "She's a highly wanted fugitive. Step away, NOW!"

"No." He whispers, raising everyone's eyebrows. He turns quickly, firing web shots at each police gun. They're not going to be shooting anything anytime soon.

"What are you doing?" She questions as kneels next to her. "Leave me!"

"No! I WILL NOT LEAVE YOU!" He picks her up, Jumping and swinging away.

As she slips in and out of consciousness, he swings faster and faster towards the hospital. He's not letting her die for him. They're at least eight miles to the nearest hospital, but he swings anyway.

He smashes through the glass doors of the closest hospital, placing her on a gurney.

"Someone Help! She's been stabbed!" He yells, getting two surgeons and a nurse's attention as they quickly take her to an ER ward. Spidey follows as they take her into an operating theatre. The surgeons quickly start the procedure. They deal with the blood and the wound, stitching her up.

The injury isn't the problem, its the blood.

She starts to crash, to which two defibrillators are taken out, used to zap her heart into beating. Three attempts, no result.

"No!" He screams from behind the glass, banging against it and breaking it.

"She's not breathing!" A surgeon yells as they try to restart her breathing. When they give up, Peter pushes past, doing it himself. He pumps her heart as many times as he can, giving the kiss to life twice, before repeating.

"No! Don't you dare quit on me!" He screams, pumping again. He grabs the defibrillators, using them once more.

The Doctors try to pull him back, but stop when her heart beats again. She comes out of flat lining, regaining consciousness. Her power to produce adrenaline really helps stay alive and recover at a time like this.

"Spider-" She mumbles, looking at him.

"Cat." He responds as they take her to a different room, one doctor approaching him. "Will she..."

"She'll make a full recovery, but we want to keep her here overnight to be safe."

...

He sits by her bedside all night, watching her. Aunt May is going to kill him when she finds out he didn't go to school. Good thing she has to go out early in the morning and won't bother to check on him. It's Seven o'clock now and he needs rest. But not until he knows she's alive.

"Mm." She mutters as she wakes up, looking at him. Her stomach hurts, and her head is shaking.

"You're awake." He says happily, still wearing his mask.

"Yo-you saved me? Why?"

"Because, you were hurt. That's all the reason in the world."

"Doesn't matter. Now I've got nowhere to go."

"No, you do."

...

"Aunt May!" Peter yells as he runs to her place of work, a small flower shop by the bridge.

"Peter? You should be in school..."

"Aunt May, you know how you're a registered Foster Parent-person?"

"What?"

"There's this girl, at my school, she got hurt pretty badly and she's in the hospital. Her dad died a month or two ago and her foster father just left the country. She kinda needs a place to stay."

"What?"

"Can you do that, paper work stuff, you know, take her in?"

"Peter we don't have room as it is-"

"Please she has no where else to go." He looks at her. Peter's fatal flaw is he always wants to help people. As far as Aunt May cares, Peter's willingness to help others is his strongest attribute.

"Ok. I'll go sort it out. What's her name?"

"Felicia, Felicia Hardy."

...

"What now?" Moon Knight asks Daredevil as they stand opposite the hospital, looking at her room.

"She saved him, but she's still a criminal. Let her heal. When she shows up again, we'll track her and bring her in."

...

Following the CSI's examination of the failed deal, the docks have since been abandoned by the police. Its been twelve hours since they left, and as the sun starts to set, not a single living being has entered the docks. Not a LIVING being at least. The metal claws grab the side, pulling the robotic body out of the water. Its right arm hangs off, only to be replaced into its socket by the left. Ultron walks, scanning his environment. Its over. He grabs a torn, abandoned cloth, tearing it a little to wear it as a coat. Pulling it over as a shroud to hide his metal face, Ultron walks into the city, to find a place to recover. And, find some technology. He could use some upgrades.

...

Next time.

As Peter deals with Felicia living with him and the Police being more mistrustful of him for saving her, Felicia deals with her past. When Daredevil and Moon Knight both try to apprehend her, its Super hero vs. Super hero as Peter stands by her. When he finds out the full extent of her past, however, things change.

...

Notes:

-Did anyone, for even a second, REALLY believe he was dead? He's still got plenty to do, he's got two appearances in my X-Men story, and he's the name sake of this story. Who in their right minds would kill of Peter Parker in any universe? Oh, yeah, forgot about that. Damn Miles Morales needing to be created and needless pandering to minorities. Come on Marvel, I'm the least racist person in Yorkshire, and I thought it was a bad idea. Especially since they gave him a mostly black (thought awesome looking) costume they've doomed him to forever walk with the nickname 'Black Spidey'. Why replace him? Why not make an AU or secondary series? Why replace his ultimate counterpart with him? Why? Ok, now I'm drifting.

-Also, anyone get the reference to his clothing choice? What famous Spidey outfit consists of a Blue Hoody over spandex and a web-less mask? *Cough*BenReilly*Cough*ScarlettSpider*Cough*.

-To those who don't understand how he survived, Peter has both a healing factor and much more durable bones. Surviving a headshot at point blank range wouldn't be impossible for him (Since I'm going with a 'made of Iron' type of power set for him, like he can be thrown from the empire state building, land flat against the pavement/curb, and just pull himself off and go back to fighting like he merely tripped)

-I decided to make Felicia more conflicted than most versions, due to her forced loyalty to Silvio. I also made him as much of a prick as possible (He shot Killgrave for talking. Sure, Killgrave is an asshole, one bigger than Silvio, but he didn't do anything then to warrant being shot) while also as much of a badass for an old guy.

-Spidey storing spare equipment around the city seemed like a good idea. Should he get lost, or lose his mask/shooters/clothes, he can just climb up and get some hidden spares. It would be stupid for a smart kid like Peter to not have a backup plan for these situations.

-Moon Knight and Daredevil both got short appearances here. This was a taster to how I'll use them. If people like the very savage Moon Knight and Crime noir/Dark Knight-esque Daredevil, then say so, if you thought they weren't that good, then say so, I'd like to know. I have an Arc involving them lined up later and they'll be officially supporting characters (Like in X-Men Evolution, where Logan and Ororo weren't really main characters and didn't get many focus episodes in comparison to the rest but did appear in most episodes helping out). They won't be partners to him per say, but close allies, brothers in arms. I see it as a weird superhero surrogate family, with them acting like older siblings, providing advice and assistance while developing more positive aspects due to Pete's idealism serving as a foil to their grim and dark style.

-The scene with him taking them down with stealth was inspired by Noir Spidey game play from Shattered Dimensions. Similar to how Vulture fights will draw inspiration from 2099 game play.

-Each of the faceless mooks,, were named after a couple of comic writers and artists. The rapist Daredevil beats on is from the film, where he was also named after Quesada. I may have took it too far by having him call him Joey Que, since its also a nickname for Quesada used by some internet dudes. You don't think he'll mind, right? I mean, the film writers did it too.

-The Enforcers had a long death scene. The thing is, I didn't want to kill them. I like the Enforcers, they're funny, but if they survived they'd of gone to work for someone else. So when I let them find out his identity, I knew they had to die so they couldn't reveal it. I re-wrote the betrayal of Kingpin so that he then has all of Silvio's men killed so they could die. I drew inspiration for this from thee deaths of the Fabulous Killjoys in the My Chemical Romance_ Sing_ music video (Complete with 'Morrison' being obviously taking the role of Grant Morrison's character in the video). I think it turned out really well. If you didn't like the characters, I hope this death scene was powerful.

-Just to clear it up, Silvio is dead, but this won't be a staple of story arcs. I only wished to kill him so that Felicia could be free afterwards.

-I also really like the way Peter goes out of his way to save Cat, making an enemy of the police while doing so. I want her to be the first love interest, so this scene was to show how much he's willing to go for her, despite her betraying him.

-Ultron's appearance is a set up for a future chapter, and a few others. Lets hope I actually stick with it.

-And lastly, though this only applies to some of you, anyone currently reading my X-Men story, note that the next update will be a while longer. I recently started revising and rewriting it, to update some issues and give the earlier instalments some better quality. If you look now, you'll see the summary tells you not to read yet, and notice that its gone from 44 chapters to 38, as some were deemed unnecessary and/or poorly written, and have been either merged together or removed. Don't worry though, I'm half finished with it (As I write this I'm almost all the way through 'Thunder and Laughter', the Chapter which introduced Thor, which needed some unnecessary details and info (Such as explaining how the gods came to be and such) and added more characterization to Thor, Loki, and the Warriors 3), and as such will be ready in about, a fortnight maybe? Meh, further details will be given once its finished. So, if any were planning to read it, don't, not yet anyway. I've only got this done since I found time at night and on train rides to finish this, as its taking up a lot of time. I can get anywhere from one to three chapters revised in a day, or take me three days to revise one, so timing is fluid. Luckily I've got a few shorter chapters soon so I'll be able to get a good few done.


	8. That's my Life

Hey people, aliens, mutants, Aesirs and Jotuns, welcome back. Hope you like Moon Knight, Daredevil, and Black Cat since this chapter will use them a lot. Moon Knight I may accidentally overuse since he is, self admittedly, completely deranged. And I have a lot of ideas about how to use his alternate personalities here.

So, lets go:

...

Peter yawns, waking up on Monday the thirtieth. With a stretch, he looks up, turning to his alarm clock... And realizing its a tv.

He looks around, realizing he's on the sofa in his basement. Why did he agree to let Felicia take his room? It has all his stuff. His games, his comics, his movies, his dol-Action figures. Everything.

He gets up, stretching, before moving to his bathroom to shower.

He yawns as he walks in, crashing into the door. He didn't realize it'd be locked. He knocks, as he hears brushing inside. He taps his foot before it unlocks and opens, as Felicia looks at him with toothbrush in her mouth and her hair all messed up.

"Yah, Knocking isn't going to make me move faster." She tells him simply, closing the door on him. It opens again a second after, as some clothes are thrown at him. "Oh, and you could've at least cleaned your room before you gave it to me. I'm still not comfortable touching food with these hands after picking up all that dirty clothes."

"Huh, this is interesting." Peter mutters. "She stole my bedroom, cut off my shower time, and now pelted me with clothes. Well..."

**"...That's my life."**

Mary Jane skips to the neighbouring home, happily whistling. Still in her vampire get up, she almost dances to the door. She rings the bell, before waiting patiently for Peter's answer. When bored, she starts punching the air, as if boxing. Hopping to one side, she mutters fake commentary as she 'KOs' her imaginary opponent.

The door opens, making her turn. Expecting Peter, she just looks bemused when the new girl from last week opens it, the two looking at each other for a few seconds.

"Wow Pete, I thought a sex change was expensive, how'd you afford it?" MJ says to her, before smiling widely to signal it was a joke. "I'm pretty sure you have to prove you'll stick to it too."

"You must be he girl he told me about. Mary Jane?"

"Call me MJ." She replies, holding a hand out to shake. Felicia looks at it confused for a second, before slowly shaking it.

"So, just so we're clear, this is just how you dress right? You're not a vampire or anything?"

"No, just my Halloween costume."

"You, were wearing it in class. Last week."

"And, you're wearing the same outfit too."

"Ah- good point." Another few seconds of awkward silence follows, before Felicia bursts it. "So, How did you manage being friends with a guy like Peter with all his nerdiness? There's got to be a hundred comics in his room and the wallpaper looks like it hasn't seen daylight in years."

"Oh, some of those comics are mine. I didn't have any room so he took them in-wait, you don't like comics?"

"Why would I? Comics are for kids and losers."

"Not even Young Justice?"

"What the hell is that? Sounds stupid."

"I don't think we're going to get along."

"Hey, err, girls." Peter greets them as he exits the house holding two backpacks. "Er, I see you've already met. MJ, this is Felicia, she's living with me and Aunt May for a while."

"Huh, so that answers one question. Next question: WHY is she staying with you?"

"She's, kinda, the cat thief I told you about. She sorta got injured saving me so I'm repaying the favour."

"Oh, so, she's the girl that slapped you around."

"No she didn't, she avoided capture."

"By slapping you around." Both reply, looking to the other in confusion.

"So, do you like XBox?" MJ asks her, trying to connect a little. "Call of Duty? Gears of War? Saints Row? Games like that?"

"No, that's a boy thing."

MJ just glares.

"You're dead to me." She mutters quietly, as Felicia looks barely interested.

"Maybe we should get to school already."

...

"So, your circle of friends includes a drama Geek who dresses like a vampire, a rich boy who speaks in tongues, and occasionally a future school shooter and a computer genius?" Felicia asks Peter during the lunch hour, as they kick around Shocker like he's a sports ball.

"No, MJ's only dressed like that because its Halloween. Usually she dresses like a tomboy with the jeans of a fat kid and my face on her chest."

"Seriously, what's with that Max guy? He's just such a depressing guy. All he talks about was how animals die."

"Yeah, he's a bit moody. But he does get bullied a lot worse than most guys do. He's a nice enough guy once you get to now him. He's pretty smart in Biology, only guy who scored higher than I did."

"And what was with all those drawings Howry made?"

"Hobie, not Howry; he's not a pet. But you mean the suit thing? Yeah, he's been doing that since I showed up. He really wants to be a hero."

"Are you two done yet?" Shocker asks as Peter kicks him into a wall, webbing him to it.

"Stop where you are NOW!" George Stacy shouts as he and several cops aim at the two.

"Hey George, how's the leg-"

"Spider-Man this is not the time or place. You're to stand down NOW!"

"What I do?"

"Prevention of the cause of Justice." Dewolff spits out. "Remember the little web stunt you did last week?"

"Spider-Man." George sighs, looking at him. "I would rather we do this peacefully, but you're assisting a wanted criminal. If you don't surrender we will be forced to call for your arrest. Now stand down."

"Er." He looks at them, before glancing at Felicia. "Technically, she WAS a wanted criminal. She's gone straight, so doesn't that me-"

"Open fire." Dewolff tells the other cops, as they start to fire at them. With a few dodges Peter and Felicia leap and swing away, escaping them.

"Were you friends with him?" Felicia asks him, referring to Detective Stacy.

"First cop I met. Was there when Uncle Ben died. And he was the first cop to not fire at me. He was like a weird uncle sorta person."

"So, you've just thrown away your friendship with him and the law because of me?" She asks, her tone more regretful rather than the usual flirtuous tone.

"Well, that's a Max way of putting it. But, I proffer to see it as like a test. Speaking of which, we have one in ten minutes so we better hurry."

As they swing back to school, a single taxi cab sits still behind traffic, the driver standing outside, holding a small pen. He looks at his watch, which instead shows the images taken from the secret camera in the pen, as he clicks it a few times.

"Yo, the lights turning." The passenger shouts to him, to which he turns to look at. The driver brushes his hair, sitting back inside. He places his pen/camera back in his pocket, as he rubs a few hairs on his chin. "Is it ghonna cost anything because of traffic?"

"Not a problem." They reply in a Brooklyn accent.

They drive off, as the driver turns a corner, heading towards an alley.

"Hey, wha-what are, where are you going?"

"Well." Lockey mumbles, as he pulls a hood over his head and his accent fades. "You see Blackie, we're not finished."

"M-m-Moon Knight?" The passenger mumbles, as they're revealed to be the man Moon Knight shook down the other night. He tries to open his door and undue his seat belt, but Moon Knight presses a small switch on the car, locking both in place. He parks in a small garage, which closes upon their entry. A sound is heard, as the inside is lifted up like an elevator. The building, labelled 'Grant Industries' on the side, seems like a normal industrial sky scraper, but its anything but normal.

"Where are you taking me! ?" Blackie Drago screams with fear, thrashing around in his seat.

"I want his name."

"W-Who-wha? What are you talking about?"

"Kingpin. Tell me who it is, and you can leave." The lift stops, as the door opens to reveal a large room, littered with tech and various small aircrafts.

Moon Knight exits, taking off his jacket and shirt to reveal his armoured suit, pulling down the face mask.

He looks back at Blackie, opening his door. He pulls out a Crescent blade, cutting off the seatbelt and pulling Blackie out, forcing him near a large open part of the wall. They stand on the top floor of the building, with nothing but twenty stories and a hard cement curb.

"So, tell me who the Kingpin is."

"I d-don't know what you're talking about!"

"That wasn't a question, it was a demand." He pushes him out, holding him in by the scruff of his neck.

"He ain't real! He's just an urban legend!"

"Well so am I, and I'm very real. Now, spill it, or you're literally spilt over the floor."

"I don-WAAAAAAAH!" He screams as Moon Knight pushes him out, turning and walking towards a small table.

Drago falls, screaming as his momentum picks up.

Moon Knight just picks up a small device, looking it over.

Drago's voice cracks from fear, as he drops another five stories.

Moon Knight presses the trigger, noting its not loaded.

Drago feels a warm sensation down his leg, with a stranger wet sensation on his lower abdomen.

Moon Knight attaches a second device, taking it off and replacing it a few times to make sure its connected probably.

Drago's left arm starts to go numb, and he gets a sickening feeling in his torso that causes him to get tired. Only seven stories left.

Moon Knight walks back to the open wall, stopping once to look at the cab. He left the metre running.

Drago's life starts to flash before his eyes, as he realizes how much of a loser he is.

Moon Knight turns the metre off, before returning to the wall.

As he's running out of stories to fall from, a metal wire shoots and grips onto his legs, slowing down his fall until it becomes a complete stop half a foot away from the curb. He looks up, as the rest of the wire lowers, dropping him to the ground.

Moon Knight attaches the device to the wall above, pressing a switch to retrieve the wire.

Drago is bulled back up, still soaking in his own urine and having a feint heart attack.

"Ready to talk yet?" Moon Knight questions, getting no reply. He checks his pulse, realizing he's near death. "Damn it."

Replacing him inside the cab, he drives him to the hospital after returning to his street clothes.

He drives past the hospital, as he starts to wake back up. He pushes Drago out, before driving away. Time to find another mobster to shake down.

...

"Objection!" The blond haired clean shaven lawyer shouts in the court room, smacking his hands against the table. "Morrison is a convicted murderer and a diagnosed Sociopath. He was found with blood all over him and my witness saw him shooting the mobster Daniel 'Fancy Dan' Rubinstein. He's committed a number of felonies, and if you let him have parole he can just go back to his life of crime."

"My client is innocent until proven Guilty Mr Murdock. Your witness was behind a metal door and didn't even hear the gunshot. Until you can prove he's guilty you have no right to take away his rights to freedom."

"His idea of freedom is serving crime bosses and enforcing anarchy. You let him out, people will die."

"Yeahs!" Cheers the bald headed mobster Morrison, as he walks out of the courtroom on bail. Matt Murdock glares as he leaves. Another killer back on the streets. At least he finally got charged Quesada yesterday for attempted rape and murder with possibly twenty years if he goes down. He'd proffer the gallows, but twenty years is good enough for now.

But Morrison getting Bail is just plain wrong. When Matt Murdock took the role of District Attorney, he thought he'd be able to make sure all the people he beats up go down But he's haad to stand and watch rapists and child molesters walk away free becausse the Kingpin footed the bill for a crack team of lawyers, many of whom taught at Matt's law school.

Murdock enters the bathroom, to dress his arm. He got stabbed yesterday wrestling Cletus Cassidy. Small gash, didn't even notice until he realized his bed was covered in blood. But he's got advanced senses, not a healing factor or an immunity to infection.

He undoes the bandage, taking the bottle of antiseptics from his pocket and spraying the wound. Maybe he should dodge instead of block next time.

Just as he's replacing the bandage, the door opens and Matt turns, coming face to face with the man of the hour.

"Mr Murdock." Morrison greets, his thick Scottish accent making it almost incomprehensible.

"Morrison." He grits his teeth, tightening thee grip of his billy club cane. He could just twist the handle, pop out the hooks and bludgeon him to death where he stands. But getting out of a public bathroom covered in mobster blood isn't a smart plan. Oh, and he doesn't like to kill criminals, it makes him look less trustful.

"How's the prosecution looking? Does it look like I'm walking? Well, to you, does it SOUND like I'm walking?" He laughs at his blind lawyer joke, as Matt glares underneath his red glasses. Well, he would if he could.

"Sorry, I only speak English. You're going to have to translate." He replies, making fun of his incomprehensible accent.

"Heheha. I like you, you've got witts. 'Be a shame to the world to lose the youngest man elected DA. It's funny, there's no cameras in 'ere. No witnesses, and no where to run. If I wanted I could just kill you now, shatter the defence."

"I'd honestly like to see you try."

"Heh." He smirks at his comment, turning away. He turns back while getting into his face to intimidate him, but Murdock doesn't falter. He grins, leaving the bathroom.

Murdock twists the handle, causing the four grapple hooks to open up.

...

Outside the Midtown lockers, MJ and Harry talk about the Halloween plans, and their costumes. While MJ is still wearing the vampire costume, Harry is dressed in his own costume, for once. Wearing green face paint, he covers his body with a purple shroud with yellow highlights, making him look like a goblin.

"...So why'd you wear it all week? Its gotta be awkward to wear something a full week."

"But I like wearing it."

"But your gear looks totally tacky, and its lost any interest."

"Er, that means its getting old right? I'm not sure what you were saying."

"I meant you gotta-" He's cut off by a hand grabbing his collar, as several meatballs are dropped down his back.

"Haha! Meatball Monday Dork!" Flash cheers, pushing him to the side. MJ steps back, turning to a run as he grabs her collar, dropping several down her dress, staining the back.

"FLASH!" See screams, kicking his knee. "What's the matter with you! ? This is my Halloween costume! You've just ruined it!"

"And your point is?" He replies, followed by a kick to his ass from Felicia behind him.

"Picking on Girls? Seriously? Are you just some kind of super jerk?"

"Hey, mind your own business new girl. Unless you want some down your back too."

His threat is replied via a punch to his throat.

As he falls to the ground, Felicia rubs her knuckle, looking at the two of Peter's friends she just stood up for.

"Flash is Defeated! AGAIN!" Hobie cries with joy, clearly happy by this.

"Y-you crazy bitch." Flash coughs, tryinng to avoid chocking on his own windpipe.

"No, I'm not crazy." She replies, walking past like nothing's happened.

"Huh, she's back alive to me now." MJ muses, before squirming around a little and taking the meatballs out of her vampire dress. "Do you think I'll have enough time to run home, stick it in the laundry, and get back in time for Trig?"

"Probably not." Harry replies, as he also removes the meatballs. "School has that power wash shower thing, you could stick it in that."

"Could, I'll do that now then." She opens her locker, taking out some spare jeans and a shirt. She steps into the locker, closing it behind her slightly to cover. Harry tilts his head, prompting a book to his nose. "No peeking. Little perve."

She steps out, wearing her usual ensemble along with the vampire makeup and fangs, so she's partially dressed up.

"So, this, Halloween party they're doing. You swinging by?" Harry asks as they walk to Doc Connors' classroom to use the high powered shower.

"Yeah. Too old for houses to give me candy anymore so I might as well go party."

"S'cool. Y-You going with anyone?"

"Not that I planned to. You I guess."

"Really? Cool, I mean awesome, like. I-I'll see you then." He walks away happy, thinking he just got a date. She looks bemused, thinking he's acting strange to going to a party with a friend, not realizing he thinks its a date.

...

Peter is a smart boy. He knows when he needs to make an important decision. He knows what counts, and knows to make the right choice.

So, the question is, Rorschach, or Jack Sparrow? He looks at the two costumes in the store, needing one for the party. He promised MJ that he'll buy a costume, but unable to decide which one. If he goes with either, he'll be a crazy badass and get to wear a long coat. But, if he goes with Rorschach someone might think its coincidental that someone who is obviously Spider-Man dressing as a super hero and able to piece together that he's Spidey. But, if he goes with Sparrow, someone might think its weird for a known comic nerd to dress as a crazy pirate instead of a superhero and work out he did so because he's really a super hero. He may be getting paranoid, but he's been spending time around Ben Urich, who could make that connection.

"Hey, Parker." Eddy greets him, entering the costume store.

"Hey Eddy, you picking out a costume too?"

"No I'm robbing the place." He replies jokingly. "Why else would I be here? Costume contest at ESU, need one. Hey ain't it your birthday soon?"

"Second of November. Turning Seventeen."

"Weird, its like it was only yesterday you were the little brother I never had, who couldn't ride a bike but could smash atoms if he wanted. You still living in Queens?"

"Right next to MJ, same as last year. So, can you help me chose? Rorschach or Jack Sparrow-"

"Captain."

"Captain, Jack Sparrow?"

"Huh, there's a good question. I'd say just go with the cheapest."

"Oh, I never even thought about price. Yikes." He looks at the prices, realizing he can't afford either. "Damn. Er." He looks to the cashier, approaching them. "Er, what can I get for five bucks?"

The cashier looks around, trying to find something. They get up, tripping over the clown costume they're wearing.

He spots a skeleton costume in a bag, taking it from the shelf. Ripping off the bag, he takes out the mask, handing it to him.

"Er," he hands the money, taking the mask. "Thanks."

As Peter walks out along with Eddy, the cashier realizes that was the last skeleton costume. Hopefully no one will need one.

"Hey, this is important." Ned Leeds says to him, entering the store without noticing Peter or Eddy and vice versa. "I need a skeleton costume. A full costume, especially the mask. I'm prepared to give you two hundred bucks, so do you have any?"

The cashier just stares. He just ruined the chance to get two hundred bucks for five measly dollars.

"Mister Straeins I did it again." He calls to the manager in an upset voice.

...

That night, Spider-Man runs across rooftops, followed by Black Cat, leaping off and almost gliding down onto two mobsters, smacking their heads against the curb.

"So, this 'Morrison' guy, I thought he got locked up?" Spidey asks his new partner as they jump and kick two more.

"He did. He got bail." She ducks a swing, before kicking the side of the head of another. "And Morrison's not the type of person to let that get in the way. He'd be getting right back into mob muscle the second the bars opened."

"Then I guess we know what we're going to do tonight."

They get back to navigating the city, tracking down any mob activity until they find Morrison. He stands in an alley, kicking a smaller man repeatedly.

"...Thought you could rip off the Kingpin huh? Ya Can't!" He shouts to the man, spitting on him while he's down. "There's no where you could hide in this city. He owns this city."

Just as they're about to drop down to get involved, half a red Billy club flies at Morrison, as four hooks open out and catch his neck, pulling him from his target. The billy club returns to its owner via a metal wire, as the red leather-clad vigilante drops down, splashing into the puddle of blood.

Morrison isn't one to get intimidated. He's faced sights and people you could never handle. But the image before him of the Demonic looking vigilante Daredevil is enough to scare him for just a second.

"Who's that?" Spidey questions, as Black Cat turns to him.

"That? It's Daredevil."

"Daredevil? I thought he was an urban legend. Does that mean Moon Knight and Spring Heel'd Jack are real?"

"Moon Knight, yes. No idea on Jack. Probably though. When I used to steal stuff, Daredevil and Moon Knight almost always tried to stop me. Unlike you, they're not too friendly."

Daredevil picks Morrison up by the scruff of his neck, throwing him to a dumpster. He pulls a gun on him, but he leaps up, jumping at least higher than eight feet as he summersaults over the bullets, landing on Morrison's shoulders with enough force to crack his collar bone. He forces him inside the dumpster, closing the lid and chaining it.

"You stole money from the Kingpin?" Daredevil asks the cowering man on the floor, who nods. "How much?"

"A-A lot."

"Good. Run, now. Go find a cop. Tell them everything that just happened, and give them the money. If you don't, I'll be looking for you."

"Eh-er. Y-Yes sir." They cower, scampering to their feet and running.

"We should go. If the police are after me, no doubt Daredevil is too." She mutters, as they turn away.

Daredevil cocks his head up upon hearing footsteps, noting their smell to be two young teenagers, about 15-16. A boy and a girl, one who he recognises.

"Black Cat." He runs to the wall, kicking off of a dumpster, before jumping from the wall to behind him, landing by a window. He smashes his foot into it, jumping up and grabbing the ledge. He briefly does a pull up, before turning to balance on his palms, pushing off to land on the building. He turns to them, running and firing half the billy club cane, as it turns into four hooks that just miss the two. Thank god for his Spider sense.

The hook lands onto a water tower, as he reels it in and pulls himself at the two, with such speed to connect with two knees into their respective abdomens.

Both recover and leap out of the way of another attack, as Cat uses her grappling gun to fire at him, clamping into his shoulder. He doesn't dodge or move, taking the hit, before grabbing the wire and pulling her at him, turning to kick her straight into the nose.

"Dude! Don't hit girls in the nose. God, there's a line! For a guy its bellow the waist, for a girl it's above the shoulder. Didn't you go to High Sc-" Spidey's banter is cut off by a kick to his nose.

"This isn't your fight Spider-Man." He tells him simply, notably without any malice, as he pulls the grappling hook from his chest, now dripping with blood. "Stay out of this. I don't want to hurt you."

"You just kicked me in the nose!"

Ignoring him, Daredevil launches himself at her, punching the ground to flip himself into the air to land feet first into her face. Before it connects she's pulled from harms way by a web, as Peter gets up. Felicia gets to her feet, as both stare him down.

"I mean it, Spider-Man. This isn't your place."

"My place is standing in between her and anything that wants to harm her. She saved my life. She risked her life to stop mine from being taken away. She could've walked away. She could've ran. Or worse, she could've followed Manfredi's order. She didn't. She stood between me and harm. And that makes her my friend. And there is no way I'm letting anyone, from mobsters to cops to you, touch a single hair on her head. You want her, you have to go through me."

"You really have no idea who she is do you?" Daredevil asks. "If you had any idea how much she owes this city, how much she owes the world, you'd be standing by my side chasing her down."

"I guess we just view things differently." Peter replies.

"Too bad. You would've made a great ally."

The three make their move. Peter aims with his web shooters, Daredevil aims his Billy club cane, and Felicia aims her grappling gun, ready to hit the apposing side.

Then, just to kill the action, a blinding light and a deafening roar is heard as a police helicopter flies above, turning for several SWAT guys to aim their guns at them.

"Daredevil! Spider-Man! Black Cat! By order of the NYPD, you're to stand down NOW! You're under arrest for a lot of things."

"Oh, hi Gonzales." Spidey waves, as the cop clocks his gun. The second they open fire, all three disperse and scatter.

"This isn't over." Daredevil comments as he drops down, landing on Morrison's dumpster and running away.

...

Mornings always have a different effect. For Matt Murdock, a morning is the start of another day of hell. Fighting for a broken system, forced to hide when trying to fix it, and the head splitting headaches of thee noise of New York. Playing Skillet at the top volume of his boom box, he takes a glass filled with water while swallowing four more pain killers. Some would say taking four every hour is a pretty bad addiction. He would say it's managing the painful aspect of advanced senses: The inability to turn it off.

He showers, noting the sharp pain in his chest. He feels the stab wounds of Black Cat's grappling gun, cringing in pain when he brushes over one. Maybe he should take four every half hour instead.

Getting dressed, taking his bank cards, and some loose change and a few dollars, he steps out, ready to face the world.

Not unlike him, Peter too wakes up in pain. Sure, his battle scars have healed, but he too has a sense he can't turn off: Guilt.

Fighting the bad guys while dodging the law isn't what he wanted. He has to resist punching the cops out for defence.

He needs to sort this out: He needs to swing down to the police station, visit Stacy, and explain how Black Cat wishes to make up for her life of crime.

Simple right?

...

Mary Jane sits on a bench outside Midtown high, her mood a little sour. Harry's idea backfired: The power shower thing ruined the costume. She paid all her month's wages to get that and it's ruined. The day before she actually needed to wear it too. For Flash's sake, he's lucky he skipped today to deal with his bruised throat.

She sits there, mopping a little, when Felicia sits next to her, leaning down on the bench.

"What's up with you?" She asks the shorter red head, who sighs.

"My costume's ruined. The Power shower thing ruined it. And, to top it all off, Today they're serving veggie dinners instead of chicken burgers like they usually do and I have a major snuggy. The world hates me."

"Are you complaining that world hates you because of that? A destroyed costume, veggie dinners, and a snuggy?"

"Hey I spent a lot of money on that dress. And I hate veggie dinners, and the snuggy is really uncomfortable."

"And? You're being really emo."

"No, Emo's wear skinny jeans and dye their hair bright colours. I'm just being a moody bitch."

"At least you admit it. Look, if youu need another costume, I, uhg." She reaches into her pocket, pulling out some money. "How much did it cost?"

"About thirty bucks."

"Seriously?"

"It was tailor made."

"Whatever, just take this and buy another. And the other two problems, aren't problems. Just deal with it."

"You act really mean when you're doing a good thing." MJ comments as she takes the money, looking at it. "Like, overly mean. Like those people who refuse to believe Hayley Williams was hacked. Those people act really mean."

"Hacked? She uploaded it herself. It was her phone."

"Her OLD phone that was stolen. Are you going to honestly try to sit there and claim a self described Christian girl who doesn't even drink would purposely upload a titpick? She took the pick for a boyfriend, forgot to delete it, and lost the phone. Its not exactly unbelievable."

"If she was so Christian why'd she have it in the first place?"

"Ok, you're dead to me again."

"Then give me back my money."

"No, its mine now." She gets up, as Felicia does thee same.

"Give me it. Or I will hurt you."

"Make me!-Poor choice of words." MJ sprints off, chased by Felicia.

...

George Stacy sits at his desk, going through paper work. Out of all the things he's to file, one thing he's unwilling to but knows he has to sits right at the top: Spider-Man's arrest warrant.

Of all the people he's had to file one for, this is the only time he's actually wanted to wait. Spider-Man showing up has been, in his opinion, one of the best things for them at this point. Crime rates have declined, and civilian morale has been higher. Why couldn't it be Frank Castle who decided to protect her. That way, he wouldn't be chasing someone he wasn't already chasing. And if it wasn't bad enough, a CI of his told him about a fifty million drug deal happening soon, but got killed before he could tell him when or where.

With a sigh, he leans back, glancing at the window while holding a few folders in his hand. As he tries to think about something else, a figure crawls over the window towards the roof, specifically to get his attention.

"Damn it." He mutters, taking his gun and the folders as he leaves his desk, still limping, as he heads for the roof.

"Hi George!" Spidey waves, greeting him.

"Cut the crap Spider-Man. What do you want?"

"You're in a sour mood."

"That's because your recent stunts have got my bosses putting pressure to get you locked up. Seriously, helping the Black Cat? You have no idea how many charges she's wanted for."

"George. I know I probably don't look to great right now, but you don't know Cat-"

"Felecity Hardesky, but you probably know her by a fake name. She's been robbing jewellery stores and banks with her dad since she was thirteen. She's probably the most wanted teenager in the States."

"Ok, you know her. Apparently more than I did. But, she's trying to make up for this. She's trying to change. She saved my life, and she deserves a second chance. How wanted could she be?"

"The collective value of the things she's stolen is approximately thirty million dollars. She's also wanted for resisting arrest, assaulting a police officer, and, Homicide."

"H-Homicide?"

With a sigh, George Stacy throws the folder in his hand to the floor in front of Spidey, which he picks up and reads.

"Before she and her dad started stealing, she killed a man named Ryan Conner, a teacher at her school. Her father helped her escape and the two'd been on the run ever since." He explains, as Spidey reads through it.

He glances back at George once, as he places the folder back down.

Has he made a mistake? Did he really place his trust in a murderer? He needs to talk to her, now.

He looks back at George, before jumping away, swinging back to school.

...

Harry Osborn has never been one for Halloween. His dad always told him it was stupid, and he shouldn't waste his time dressing up. But, apparently its really important to MJ, so he's doing what he can. So, he's standing in the middle of the school gym for the Halloween party they're having, and next week he's going to watch her and the drama club's Sweeny Todd performance.

He's not particularly sure when he actually decided he should try to ask her out, since just a month ago she was nothing more than a close friend. Of course, things change. For him, it was about the time she hid him from Flash on a Thursday.

He hates thursdays. But then again, when you spend most of the time with your head in a toilet you're bound to hate them. Why swirlies? They're gross. School toilet water reeks and its hard to wash out. Its not like he's not allowed to hat a specific prank. Peter really hates being pantsed, Hobie told him yesterday how het hates wet willies, and MJ really can't stand any of the crap Flash pulls. So why isn't he allowed to hate swirlies?

Speaking of which, the strange smell of toilet water covered hair, which he's noticed he's developed the ability to detect, is near bye. As if approaching him.

"Surprise!" MJ yells, jumping on his back and knocking him to the floor.

"Yo Homegirl couldya 'gate away?" He asks, to which she tilts her head. "That means get off."

"Oh, right." She gets off, helping him up before twirling around. "Look, I got a new vampire dress."

"Great, but why do you smell like toilet water?"

"Oh, because I paid for it using money Felicia gave me, but then she got all angry and chased me around and now I know what a swirly feels like. You're right, its weird."

"So, want to grab a glass of punch?"

"Uh, Glass? Its plastic cups."

"Fine, a plastic cup of punch?"

"Ok doky." The two walk to the punch bowl, decorated so it looks like blood dripping from a decapitated head. Maybe Dr Connors shouldn't have let Mary Jane do the decorations.

The two drink, with Harry thinking about throwing the gla-plastic cup away since he can't stomach drinking fake blood.

The music plays, and at least half of the school stands around dancing.

"Scuse me kids." Asks the tall Senior Carl Lucas, as he moves to take a glass.

"...This is a song for the broken hearted." The music sings, as the two finish their drinks.

"I love this song. Come on, Dance." MJ tells Harry, dragging him with her.

With a few awkward steps, the two start to dance, with MJ happily singing along to the song.

"...Got a shout it out loud. ITS MY LIFE! Its now or never!" She sings, twirling around. Sure, she's a terrible dancer, but at least she's happy when doing it. "I don't wanna live for ever!" And a terrible singer.

"I thin you just deafened me." Harry tells her, laughing. "How did youu get the part of that pie lady in the play?"

"Because I'm a good actress. Besides, your slang makes me want to cut my ears off, so we're even."

He laughs a little, looking at her.

"Harry, this isn't a slow song. No need to hold me so close." She speaks up, prompting him to step back. "That was, awkward. Don't do that again."

He starts to think to himself. How could he make sure things work out here? What do most do on dates? He's been shot down so much he has no idea.

He looks at her as fiddles with her vampire fangs with her tongue, getting an idea. He leans forward, moving his lips towards hers.

And getting punched in the face for it.

"Dude!" She screams at him, stepping back and luckily not gaining anyone's attention. "You tried to kiss me! You don't do that unless a girl tells you to!"

"B-But I thought w-we were on a date?"

"W-we were?"

...

Felicia stands, waiting outside the Daily Bugle for Peter so the two can go fight more crime.

"Hey Peter, about time." She greets as he steps out, looking at her.

"You didn't tell me you killed someone." He says to her, getting a questioning glance.

"Wha-wah?"

"Ryan Conner." He tells her, as that name brings a twist to her stomach. "Ring a bell? Detective Stacy told me about it. Why didn't you tell me the trurth?"

"You don't know anything." She mumbles, her flirtuous tone gone.

"Because you never told me anything! You never told me your name's really Felicity Hardesky and you've stolen over thirty thousand dollars worth of stuff. And apparently killed a teacher. Just tell me the truth. Did you really kill this guy?"

"He had it coming." She spits out, before storming away. Forget fighting bad guys, she's no longer inn the mood. And she was going to surprise him with a big drug deal they could bust she heard about the other week.

"Hey I'm talking to you! What did you mean he had it coming? How could anyone have being killed 'had it coming'? What could he possibly do to deserve that?"

"Yo Taxi!" She shouts, ignoring him and waving down a taxi.

"Answer me already!" Peter shouts, as she gets ready to step inside the taxi.

"No! It's none of your business!" She shouts back, before sitting inside. She closes the door and winds the windows up, looking to the driver. "Take me to Forrest hills."

"Right away." The driver tells her, with a notable Brooklyn accent.

The doors suddenly lock, as the glass to separate the driver and passenger closes.

The cab drives off as fast as possible, causing Peter to realize what's going on.

"Felicia!" He shouts, running after it.

...

"So, how long have you, well, liked me?" MJ asks Harry as they sit outside the party on a bench talking.

"A couple of weeks. I, kinda always thought you were a little cute, but, you know, since the other week when you saved me from a swirly."

"And since then, you've been. Huh." She looks to her feet, trying to think of something to say. "This is really awkward."

"When you, well, when you punched me a moment ago, was it out of disgust or..."

"Shock, Harry, I was shocked."

"So, any chance now, that you'd, kinda, be willing to, well, go study?"

"Harry I think this is the longest conversation we've had that you didn't resort to slang words."

"No jokes MJ. Just tell me, would you like to go out with me."

She sighs, unable to really answer.

"I'm sorry. I, just, well. You've always been like a brother to me. I don't think I can like you that way."

"But you could probably like Peter that way huh?" He spits out, a little upset. But, taking a breath, he recomposes himself. "Sorry, I didn't mean that."

"Its ok. But either way, we wouldn't really, well, work. You're really rich, I have to work five six hour shifts at a fast food joint, making minimum wage just to pay for food. And your dad REALLY hates me."

"Well, you did walk in on him in the shower. Eight times. During the SAME SHOWER."

"I thought I left my cell in there. And there was the time at your last birthday party I ate too much sugar and threw up on his laptop."

"And the time you rand down the stairs, tripping, and landed on his face."

The two laugh at the memories.

"I just have to ask. If it was Peter and not me who tried to kiss you, would he get punched?"

"Well, I. I don't know." She looks at her feet again, adjusting her armbands a little. "Probably."

"Well, tell me this. Do you see Peter as a brother or not?"

She glances down, noting how her bangs have fallen over her eyes.

"No."

"Didn't think so." He sighs, leaning back.

"Well, you tell me this. Is it going to be really awkward with us now? I mean, will I still be able to tackle you or hug you without it being weird? Well, weirder than it already is?"

"Sure." He replies, as the two briefly hug, which MJ turns into a headlock and noogie.

They laugh as she lets go, jumping up when he tries to noogie her back.

"Get back here." He laughs, as he chases her around. Their friendship at least still in tact.

...

"Damn it!" Peter yells, swinging around as he follows the cab, swinging above a building. He notices a red figure leaping over rooftops, recognising them as Daredevil.

"Oh great." He drops down, tackling the man without fear.

He kicks him off, as the two fall from the building, both using their tools to swing to safety. Daredevil launches his grappling wire at him, hitting into a gargoyle behind him. He pulls, ripping it from its place and crashing into his back.

Spidey recovers mid fall, launching two webs up and pulling himself like a rocket at Daredevil, turning mid flight into a kick and knocking him into the air, webbing his back and pulling him at a wall. He kicks off, tackling the younger hero as they fall down. They land into a car, resulting in a few broking ribs and a few bad injuries.

Inside the cab, Felicia cuts through the seat belt, kicking onto the glass. Moon Knight turns suddenly, knocking her to the side.

"Where are you taking me! ?"

"To Khonshu."

"To what?"

"Not what, who. Khonshu is my guardian, my saviour. He is the god of vengeance, and I are his avatar."

"Oh, great. You really are crazy." She slips on her clawed gloves, slicing open the roof of the cab and jumping out. Once she escapes, Moon Knight turns the car around, pressing a button to make it drive home as he opens the door.

He gets out, now in his Moon Knight wear, throwing crescent blades at her. She dodges, running to an alley. She rolls behind a dumpster, changing into her suit and mask, climbing up the building. Moon Knight runs, twisting his heel and jumping, causing compressed air to shoot him up to the top of the building, using his three capes to glide on to the top and kick her off. She fires the grappling wire back up, hitting him straight in the abdomen. She wonders why nobody seems to try and dodge when she does that, but is caught off guard as he grabs the wire, pulling her back up, hodling his foot out to hit her straight in the chest.

"Felicia!" Spidey yells as he kicks off of Daredevil towards Moon Knight.

He envisions a war zone. By himself, several insurgents surrounding him. One goes to punch him from behind, but he grabs their arm, elbowing once to the rib, flipping them over, and stamping on their throat.

One charges, but he spins and kicks, knocking them to the floor as he rolls back to his feet.

As he returns to his senses, he realizes he took both down when they attacked him. Super powers or not, Navy Seals and their training are just better.

Spidey recovers, kicking up, only for Moon Knight to swing his Crescent blade at him, catching him before his Spidey sense told him to move and pinning his wrist to the floor.

Felicia throws her grappling claw at him, but Daredevil leaps and stamps on the wire, causing it to wrap around his leg. He kicks forward, pulling her at him, flipping over, and hitting her back with the handle of his club.

"What now?" Daredevil turns to Moon Knight, as they stand before him.

"Spider-Man is free to leave. He's one of us. The Black Cat stays, she's earned the wrath of Khonshu."

"Of wha?" Spidey mumbles, looking up.

"Earned the wrath of Khonshu? You don't get it, do you?" Felicia questions, pulling herself up.

"You've stolen over thirty million dollars worth of contraband. And you killed a man."

"You really don't, do you? He had it coming! Do you know what he did? Do you know what he tried to do to me! ?" She screams, a tear running down her cheek, taking all of the heroes present by surprise. "It was self defence! I had no choice!"

Moon Knight steps forward, but Daredevil holds his hand out to stop him.

"What my father did was for our own good. If we hadn't 've ran, if we hadn't of stolen all those things, my life would've been over."

"What did he do?" Daredevil questions, kneeling down.

She doesn't answer, but he knows what she's talking about. And now he feels bad for chasing her all these years.

"Why didn't you just tell the police?"

"I, I was scared. I was thirteen, I thought they'd lock me up. We couldn't go to the bank for money, and my dad couldn't get a job. We had to steal just to pay for living costs. Sure we got greedy at some points, but we didn't ever mean to hurt anyone."

Daredevil looks to the side, noting that she's not lying.

"Spider-Man." Daredevil calls, standing up to hold his hand out. "You made the right choice."

"Now what?" Moon Knight questions.

"She had no choice, and she's still a minor. If she could make a deal with the police, she could get her record expunged. Provided she makes a full statement, and gets one hell of a lawyer."

...

Felicia sits inside an interrogation room, keeping her mask on to keep her identity safe, something she requested in exchange for coming in peacefully. Sure, it breaks regulations, but its either do as she says or she walks.

She's filed a statement, explaining everything. Now its if she can get one hell of a lawyer.

"Mr Murdock." Stacy greets the youngest DA elected in New York, as he enters the room next to her interrogation room to talk with Stacy. "You here to prosecute?"

"No, I'm defending her case. A, friend, of mine told me about her coming in peacefully. Has she taken her statement?"

"Yeah, just finished reading it."

"has she taken a polygraph?"

"By her request. But even if it was self defence, and she needed to steal to get buy, she still stole over thirty million dollars worth of artwork, jewels, and gold."

"What if she makes a deal? She's lived in the harshest side of life, she must know something she can make a deal for."

"For getting away with thirty million dollars worth of stolen goods? She'd need info on the biggest bust in history."

"What about fifty million?" She speaks up, able to hear their conversation. Sure, control over her adrenaline may have nothing to do with senses, but that's not a big issue. "There's fifty million bucks worth of coke coming in tonight at twelve. I was going to take Spider-Man to bust it, but I'm sure you boys in blue would love it."

"I think you should listen to her."

...

"Ok, listen up." Stacy shouts to several SWAT units. "There's a lot of coke coming into New York in an hour, and I want us to stop it. At twelve O'Clock, The Big Man and his criminal gang are delivering thirty million dollars of cocaine to the Kingpin's men. Its going down in the middle of this nightclub, and we're going to stop it. I exchange for this information, Black Cat, Spider-Man, and from what I've heard a few others are helping in this bust, and afterwards their respective records and charges are being expunged and dropped. Now, we're going to enter..."

...

The Saints and Sinners night club, one of the biggest nightclubs in Harlem. Owned by Howard Saint, this club is known for being a popular destination for drug deals and organised crime. Howard Saint is also rumoured to be responsible for the Castle Family Massacre, but his connections to the FBI and NYPD make it impossible for him to be charged.

Luckily, others can be charged.

Frederick Foswell stands outside, watching his truck back into it, holding the stash. Two of Kingpin's men stand around, holding a suitcase each.

The man, wearing an eye patch, watches as two others check his van for the stash, giving the signal that it's Ok.

The two others open their suitcases, one being a fold up table, the other being a portable bank machine. They slide two cards in, pressing a few buttons and waiting, as the money is wired to his account.

Several watchmen stand around, watching out as they do.

Spider-Man stands above, watching, flanked by Black Cat.

"What's your plan?" Daredevil asks as he kneels down next to them.

"I hope it involves explosions." Moon Knight adds. "I've brought enough explosives to level Iraq, and I don't want to waste them."

George Stacy exits the squad car, holding a shot gun, as two SWAT members flank him, entering through a back alley.

As the money finishes being wired, a police SWAT van charges towards them, trapping their exit.

"POLICE!" A SWAT guy shouts, as they exit holding their weapons. Foswell tries to pull his gun out, but Stacy hits him in the back with his gun, knocking him to the floor and holding his gun to his back.

"You're under arrest, Big Man."

One aims with his scoped weapon at Stacy as he handcuffs Foswell, only for the gun to be pulled up, lodging the barrel into the mouth of its shooter. A metal wire is wrapped around his neck, holding the gun in place.

Moon Knight pushes him back, before dropping and gliding down to the scene as gangsters and hit men fire at the police, throwing several silver balls of explosives at various spots. He lands on two, kicking them in the ribcage and knocking them back, before pulling out his twin silver guns, holding it to two others. He looks at them, before spinning and shooting either in the crotch. He turns to see the watchmen turning and charging at them, before pulling a detonator, causing each explosive to go off, one by one, knocking them all around and hurling one in the air.

Spidey swings down, kicking the flying henchmen back and webbing them, before firing at two mobsters.

"Spectacular-SPECTACULAR Spider-Man! Spectacular-SPECTACULAR Spider-Man!" Spidey sings, as he drops, kicking two in the shins before spinning onto his palms, sticking his foot to the face of one and throwing them into a wall with it, before pushing up, flying into the air and landing on another, head-scissoring them into a SWAT van. He leaps back up, landing on another. "Going down." He lands on their shoulders, forcing them to the floor and webbing them. He spins to avoid gunfire, as Daredevil runs. He grabs his arm, spinning and launching the larger man at the shooter.

He kicks them in the chest, jumping back. He twists his billyclub, causing it to extend into a long pole. He turns, hitting two in the back of the head before then jabbing them hard in the throat. He turns back, hitting another in the crown as he returns it to its original size. He drops to the floor, expanding it into the knees of two mobsters before turning and hitting them across the face. He runs, hitting it into the ground, vaulting himself into another whom he hits with a senton-like attack, knocking over three, before rolling out, holding it behind his back and hitting forward, just as Black Cat runs.

She stands on the club as he hits forward, catapulting herself at two, who she strikes with her claws, cutting up their front before striking down on another with her feet. She tackles another into a tree, knocking them out before twisting up to latch onto a branch with her legs. She spins up, before hitting one with the grappling hook, pulling them up before tying them with a metal wire. She leaps off, landing on another with a kick, knocking them flat out. Another runs, but she turns and kicks them in the throat, back flipping onto another punching them in the nose. She finishes by tasering one last guy in the neck.

...

Her record expunged, her charges dropped, and the police now holding fifty million dollars worth of cocaine, Felicia is now free by all meanings of the word.

She sits on the bed she's sleeping in, which is actually Peters until they can clean out the basement for her. Looking at the ceiling, twiddling with her hair. For the first time in a long while, she actually feels completely happy. No need to hide, or run from the police, or cover her face as she walks past a donut shop.

"Enjoying the view?" Peter asks as he climbs into the window, perching above it.

"I was, then you showed up." She teases, earning a laugh from him.

"Well, I spoke with Stacy, just to be clear. You're officially off the hook so long as you don't commit any more crime. And Daredevil and Moon Knight agreed to regularly meet with us to talk about heroics. I'm thinking we should call the team 'The Knights', since Moony's name has it in and it sounds cool."

"Sounds kinda gay. But then again it was you who thought of it."

"Hey, that's no way to treat the guy who just saved you from the law."

"Good point, you should be thanked." She sits up, looking face to face as he stands upside down.

"What did, er, you have in mind?" He asks awkwardly, looking to either side.

She leans up, pressing her lips against his.

She's kissing him. He didn't expect that. He REALLY didn't expect that. She's using tongue. She's using tongue. No girl has EVER used tongue with him. Well, only two girls have ever kissed him. One was Mary Jane on the cheek after he took her web swinging that one time, and the other was Sally Avril following a dare. She then proceeded to throw up for eleven minutes straight. Wait, why is he thinking about Sally Avril throwing up? He's making out with Felicia.

Kissing upside down is surprisingly cool. He has to do this with every girlfriend in the future. Hopefully with tongue as well. Wait, why is he thinking about future girlfriends when he's kissing her right now?

She pulls away, smiling to herself.

He uses every ounce of his will power to not go weak at the knees and fall.

"I, er, didn't know you felt that way." He stutters out, regaining the ability to breath.

"You just went out of your way to stop the police chasing me. No one has ever, EVER, done that much for me without any personal gain. What girl wouldn't like you after that?"

As she leans forward for another kiss, his phone rings, distracting him.

"Hobie? Yeah, kinda busy right now-You got Gears 3? Awesome, I'm hopefully getting it for my birthday this week. Yeah, I know, Carmine's super badass in this one. Did you hear about what happens to Dom? Yeah, he's got an awesome beard now..."

Felicia rolls her eyes. He's nerding out on the phone with Hobie, instead of making out with a girl. Only Peter Parker would do that.

...

Next Time-

As Peter and Felicia contemplate their kiss, they have a different problem when a mercenary targets him. Norman Osborn wants information on Spider-Man, and only one man stands a chance at beating him. He's called the Taskmaster, and he's the best at anything he lays his eyes on. Can Peter and Felicia defeat him, or will Taskmaster literally Master this task? As cheesy as that last line was, you'll find out next time.

...

Notes:

-I tried to make this one come out around Halloween. Luckily, it did.

-Also, I moved Halloween to a Tuesday instead of Monday like this year since I didn't want all this to happen in one day, and I thought that it would make the time setting more ambiguous. I don't really want this to be set in a certain year, just one year before my other story. It means people wont read it years later and laugh at time references that are outdated. Its why during my revisal of the X-Men story I removed any mention of the year and of the President's name. I used to refer to it as Obama, but using a nameless president it will mean his detractors won't mind reading and anything I mention the president doing won't look out of character or like I didn't do research. Like in Secret Invasion when they depicted Gordon Brown as a great leader, when in real life he was actually really bad and, a little corrupt (it was his men who were taking out money that belonged to the country and spending it on second homes for their mistresses and moats for their gardens).

-I kind of envision MJ and Felicia as being vitriolic friends. So they argue, insult, even hurt the other, but have moments of friendship. Its a step up from their comic selves, considering Felicia reacted to MJ marrying Peter with threats of violence and such.

-Likewise, I want to make this MJ to Felicia 'you're dead to me again' thing a running gag.

-Not sure how well the Harry/MJ moments came out. I meant to at some point add some build up to Harry's crush on her, but I forgot as I was busy writing in fight scenes and Peter Getting shot. Hopefully, the lack of build up isn't a problem.

-The thing about neither Daredevil nor Moon Knight dodging was because I remember reading a Taskmaster quote that said one of them never dodges. I don't remember which one it was directed at, but I'm pretty sure it was one of them.

-Also, speaking of Taskmaster, the reason I'm using him in the next one is the following three reasons: I need to space out the next story arc and needed a cool villain. I like Taskmaster and wanted to use him. And I wanted to add him in as Norman Osborn's go-to guy and later right hand man. I already had planned to write a chapter of Tasky fighting Spidey since the time I used him in the Thunderbolts chapter of the X-Men story (Which is now with its revisal and ready to be read by any who chose to. Note to Key and Lock that you may be unable to review properly because of the fact some chapters were removed, causing the reviews to no longer be in accurate order, with some saying 39 when they were chapters ago. Not sure if there's anyway past this other than with an anonymous review).

-In the comics, Black Cat turned to crime when her boyfriend Ryan raped her. For obvious reasons, I was uncomfortable about having this happen since she would've been only thirteen at the time. I instead changed it to a teacher, gave him a last name, and made it more ambiguous to what he tried to do. All I'm saying is in this universe, she killed him in self defence.

-And, for the court room scenes and the whole exchanging info for a free pass thing, I have no idea if that was even remotely accurate, or even a possible legal deal. I don't know if the police would let a criminal who stole thirty million dollars worth of stuff off in exchange for information about a fifty million dollar shipment. But, its George Stacy, so he might bend the rules for Spidey.

-And, Felicia and Peter kissing I wasn't sure how to describe it. I don't do fluff. Hell, I _refuse_ to do fluff. But, if I wrote 'then the kissed, Then they pulled away' it wouldn't be well written. Hell, it'd be the OPPOSITE of well written. So, I decided to instead write his thought pattern and make the scene funny, so there you go.

-Note, I've been using Hobie a lot. I've sorta been contemplating upgrading him to the main cast, since I plan to eventually turn him into Prowler (In fact its the exact plot of the Kingpin arc I plan to do). I guess its up to you readers. If you think I should upgrade him to the main cast, then say so. Its funny, I only planned to use him in a small cameo but decided I like writing nerds, so I decided to write him more.


	9. Killing is my Business

Welcome, all readers, travellers, or curious minds.

I got a review that made me happy, but had a point. I do swear too much in this. The review was anonymous, so I have no way to reply other than this way, so I'll have to acknowledge it here. You have a point reviewer, characters do swear a lot. But, I don't do it without reason. Its not like South Park where characters swear for the sake of it, its used either for effect or for characterization. Like, in the third chapter, where MJ pretty much chain swears, that's because this is the first super villain they've seen (other than Shocker), who is not only stronger than Peter, but is extremely dangerous and wants to kill him to death. Both were on edge, and as such weren't caring about being polite. I only have characters swear if it's A) in character, B) really ticked off, or C) Both. Like, Tasky here swears a few times, but that's because he's a snappy person who's easily annoyed. Silvio swears when angry, but he's a crime boss. Peter, however, doesn't swear at all, since Aunt May and Uncle Ben didn't raise no potty mouth. And instead, Peter makes up words on the spot to replace swear words. But, you do have a point, so I'll try to limit it to five swears a chapter at most, and only when someone is rally angry, and in character.

Also, and I'll announce this on X-Men Evolution The Comic (Which I suggest you read as well, since Spidey, MJ, and Harry have all made sporadic appearances in that as well) as well, I've recently started 'Avengers Evolution'. This, as the name suggests, is about Iron Man, Captain America, Thor, Hulk, and Vision, as they appeared in X-Men Evolution the Comic, alongside Wasp, Pym, Hawkeye, Black Widow, War Machine, and Luke Cage as new members. Check it out.

Let's start now.

...

"I copy things, that's my thing." A voice speaks up, as some blurry footage of Spider-Man in action plays. "I can watch something, then do it again, flawlessly." Spider-Man jumps over a car, flipping and kicking something, but gets cut off from the shaky image. "Either watching it in person, or watching it recorded." Spidey dodges a trail of bullets, with his movements being so fast the camera doesn't quite get them. "I can teach people what I learnt, or I could use it for myself." Spidey jumps off of a building, flipping twice and grabbing a flag pole. "But, I have limits. And that means, I CAN'T COPY THIS $&!£ YOU CALL FOOTAGE!" The voice yells, as a fist closes the laptop angrily, belonging to a man wearing a blue snow jacket with shoulder and elbow pads, thick cargo pants with kneepads, black snow boots, and a hood over a dark blue mask, decorated with a skull like pattern with two lenses over the eyes.

"I don't see the problem." Norman Osborn replies, as the man, with multiple weapons attached to him, just glares.

"I can't just copy anything, it needs to be human. I can't just look at this footage, and guess what he's doing. How do I copy something that gets cut off because the dip $&!£ holding the cell phone can't record $&!£? This, this move he did here!" He points to a blurred image. "Can you make out what he's doing? No, and neither can I. Do you think I see things better than everyone? No, its all down to what I remember, not what I see. Anyone could do what I can do, it's just my mind's wired differently."

"Well, this was the best I could do. Other than photographs there isn't much else I can provide."

"Well, without a clear image I can't do $&!£ for you Osborn. What is it you want me to do anyway?"

"Study his moves. I have downstairs three people who just received the argumentation Spider-Man has, but they have no idea how to use it. I want you to train them to fight like Spider-Man, but apparently you can't do that."

"Not necessarily." He interjects. "I can't copy from the footage, but I could copy a live performance. It'll cost ya extra, but I could go a few rounds with him, watch him in action, then come back and show what I learnt to your new boys."

"Well, that sounds like a deal. Just do me a favour, don't kill the bug. We don't want him dead."

"Can't make any promises. I am the Taskmaster,..."

'**...Killing is just my business.'**

Following their kiss, Peter has been, well, awkward around Felicia. Avoided eye contact at breakfast, got dressed as quickly as possible, even avoided a shower. Hopefully, he can just sneak out, get to school, and deal with it later...

Until he enters the school to see Mary Jane dancing in front of him, having waited for him.

"You kissed a girl and you liked it! You kissed a girl and you liked it! You kissed a girl and you liked it! You kissed a girl and you liked it! You kissed a girl and you liked it! You kissed a girl and you liked it! You..." She sings while dancing side to side.

"I don't see how that's a bad thing." He comments, as he tries to walk past. "How'd you know anyway?"

"You realize my bedroom window is opposite yours right? I saw everything. You kind of attracted attention when you climbed in as unsubtly as possible. So, you ghonna start dating her? Finally get a girlfriend? And not spend all your time writing down jokes to say to crooks while punching them up and around?"

"I don't know. I'm still not fully registering the situation."

"What's to register? She kissed you, you liked it, then you nerded out with Hobie."

"Were you watching me?"

"No, I was playing games online and you made a lot of noise with your window open. I was tempted to tell you two to shut up so I could continue killing Flash Thompson repeatedly while he has no idea its me, who I think I may've thrown into a depression and hopefully means he won't be coming to school today, but decided I'd rather wait outside your door and dance."

"You know, as you do."

"But seriously, what's the deal? She kissed you, which means she likes you, and you're a guy, so you probably like her back. Its not rocket science, and even if it was its you so you'd probably understand it."

"Yeah, but, I'm not used to it. I've never really had a girlfriend. Sure, there was the time Liz took me on a date following a tutoring session, but that was because I helped her pass her calculus test. Besides, she..."

"There he is!" Shouts Hobie happily as they turn a corner, grabbing his arm and holding it up. "This is Peter Parker, the official king of the nerds." He cheers, as every nerd, geek, outcast, or socially challenged student in their school stands around, clapping.

"Er, Hobie, what're you, what's going..."

"MJ tweeted how you made out with a girl. A girl! You're now officially god of nerds here."

"Er, thank you?"

"You're king of the nerds! You're king of the nerds! You're king of the nerds, and you're embarrassed about it!" MJ sings while dancing once more.

"Hey, its not a bad thing, we all chipped in and set up a date for you and your new girlfriend. Fancy restaurant, expensive food, the works." Hobie points out, as two others show photos of the restaurant and the food.

"Ok, that's weird." Peter mumbles, placing a hand on his head to scratch his head.

"Well, you deserve it. You're dating the girl who may've just saved everyone present from a life of trashcans, lockers, and flagpoles. You're dating the girl who beat Flash TWICE."

"I'm not dating Felicia. I just helped her with something and she kissed me as a thank you."

"Yeah, with tongue." MJ adds.

"Seriously? Tongue? Dude! High Five!"Hobie holds his hand up, only for Peter to just stare awkwardly.

"Hey, I think I just heard Flash coming." Peter shouts, prompting all of them to drop what they're doing and run. He takes this as an opertunity to get away from the scene before they come back.

...

"This is the guy huh?" Taskmaster questions to himself, looking through a pair of binoculars at Peter from a distance. "This is the kid that takes pictures of Spider-Man. Ok, brilliant plan."

He gets up, looking at the beat up pickup truck he owns, with various weapons stored, decorated with dark blue camo paint and white skulls.

He takes a simple sniper rifle, looking it over, taking aim with it. Nah, too boring. Instead, he takes a sword, a shield, and a high powered combat bow with a satchel of arrows. The former he learnt to use with enough skills from Pirates of the Caribbean, the second from watching old WW2 serials of Captain America and his Invaders, and the latter fighting with the Agent Barton of SHIELD.

He drops down, sliding down the hilltop he was perched from, planning to stalk Peter a little.

...

School finishes, and after avoiding just about everyone for the whole day, he decides to just walk home. That way he won't have to talk to his friends and he has some solice. If he swings home, Felicia might want to talk to him, which he doesn't want. He really doesn't know what to really say. Like he said earlier, he's never had a girlfriend, this is new territory for him. But, if tomorrow is his birthday, than its likely he'll get even less time to himself.

Something cuts off his trail of thoughts, as he dodges to the side instinctively: Bullets.

He runs into an alleyway as someone fires at him from an automatic pistol. High powered, likely customized. Probably a professional.

He rolls out of sight, switching to his costume and navigating away.

Taskmaster turns around the corner, as everyone around runs away. He enters the alley, noting that the kids gone, but he left his pants.

Spidey swings around, kicking him into a wall. He crashes, hard, having to reconnect his jaw afterwards.

"Owe." He mutters, turning to face the wall crawler.

"You look familiar. Wait, now I recognise you. Didn't Sheppard kill you and Roach then set your bodies on fire?" Spidey quips. "So, the rumours are true, Ghost does survive Modern Warfare 2."

"Oh, thanks for the spoilers there wise guy, I haven't done that part yet." Taskmaster replies, holding his guns at him and firing. He watches as he dodges, with such speed that it rivals Hugo Weaving's character in Matrix. Well, he won't be able to repeat that move then. He tried it when Weaving did it.

Changing the pace, he replaces the weapons, running and drawing out his sword, swinging at him.

Spidey leaps up, balancing on his hand from a ladder as he watches him. He throws the sword into the wall, so that it sticks into it, before jumping and spring boarding off up to Spidey, smacking the shield into his head when he didn't expect it.

As he's temporarily distorted, the shield hits into his chest, stunning his breathing.

"The guy paying me told me that I'm supposed to let you live, but I'm not too good with remembering small things like that, just the important stuff."

An uppercut knocks him off the wall as the man waits for him to hit the floor, before dropping and landing on his wrists, shattering his web shooters.

"Huh, that was easier than expected." He mutters, standing above him while he's pinned down. "Huh, should I take his mask? Its not part of the task at hand, but, it'd give me the bragging rights." He grips the top of his mask, pulling up.

Only for it to not come off.

"Damn it." He grips with both hands, ragging with as much strength as possible. Until the top rips off, showing just his hair. "Ok, this is annoying." He takes out a small knife, cutting at the side of his mask, as he starts to regain consciousness. Spidey's eyes open, as he rolls away, just as he cuts the last of the mask away, showing his face. "Oh, that I didn't expect." Taskmaster comments as he looks at his face, before breaking into laughter. "Oh this is rich. The tween from Queens that takes those pictures is Spider-Man. You just can't make this stuff up."

"Hey, I'm not a tween. I turn seventeen tomorrow!" He shouts, before realizing he's now maskless around someone else. "Oh boy."

"Well, this is ghonna be worth a pretty penny. Guess I should start cutting now." He takes the sword from the wall, removing it and slicing. Peter dodges, grabbing some spare web fluid from his belt.

As Taskmaster swings, he throws the web 'pod' at him as he slices down, cutting it open and causing it to react with the oxygen, expanding to cover half of him.

As he's momentarily distracted, Spidey leaps and kicks into him, knocking him into a wall. He runs, jumping onto and then off of Taskmaster's head as he launches himself onto the wall, climbing up as fast as he can. He gets to the top of the building, looking around quickly. He spots one of the buildings that holds a spare stash of masks and web shooters, running to it to change.

"Oh, $&!£." Taskmaster mutters, ripping the webbing from his sword. He sighs, as he realizes the targets gone, before laughing at his discovery.

"Yo, Osborn." He radios in, laughing. "I lost the target, but I think I may've just found something else out. Something that'll make everything a lot more fun."

...

"Look Osborn, these 'Spider-Slayers' look like a bunch clones o' the guy!" J Jonah Jameson argues as he discusses with Osborn the 'Spider-Slayer' project. "I thought they'd be giant robots, not guys in masks!"

"Well, obviously you've been misinformed." Osborn replies, as he discusses with the Daily Bugle editor this project. Standing in the middle of the room is three people, all wearing dark red and black suits with golden armour on the shoulders, arms, and backs. Attached is three mechanical arms that resemble spider legs, with a clawed end and a number of hidden tools. Each one is equipped with a fancy sci-fi rifle, capable of doing some heavy damage. "This unit consists of some of the highest paid mercenaries money can buy. They've been subjected to the same conditions as Spider-Man was, and been equipped with the best technology I can provide. Once Taskmaster returns with the information needed to train them, then they can be sent out and do as you wish."

"Do as I wish? You make me sound like a cheesy super villain! Spider-Man is a menace! A MENACE! A Menace to this city and possibly the whole country! George Stacy is one of my good friends, but he seems to think that Spider-Man and those other vigilantes can just buy their right to fight crime! When did Spider-Man or the Black Cat or Daredevil or Moon Knight get the training they need to fight crime? They-"

"I understand but robo-"

"DON'T INTERUPT ME! These Spider-Slayer units were supposed to be robots designed to capture him and restrain him, not just shoot him! I want Spider-Man stopped, not executed! A robot could be programmed not to kill him, a human might not listen to that order!"

"Are you done?"

"Yes."

"Good. Now, understand that this isn't some bad sci fi comic, even if it sometimes feels that way. Robots are a lot harder to make then men in armour. And programming a human is a matter of demonstration. Speaking of which..."

Osborn turns as a metal door opens, as Taskmaster enters, his expression hidden by his mask but clearly happy with himself. He pulls out a chair, spinning it around and sitting with his feet up against the lab's console.

"Jameson, this is Taskmaster."

"He's wearing a mask." Jameson mutters to himself, not happy. "Why is he wearing a mask? What's he got to hide that makes him need a mask! ? He's not better than the Menace himself."

"Trust me, you DON'T want to see me without my mask." He replies, leaning his head back as his hood falls down.

"Taskmaster, you told me you found something interesting. Care to tell us your findings?"

"Well, he got away, the sneaking little $&!£, but I got a few moves before he did. I also got his mask." He holds up the torn mask, as both men stare in amazement.

"Then you saw who it was?"

"Yep."

"Who?"

"Well, you're not ghonna believe this. I was tracking that kid Snaglepus over there pays to take his pictures, and when doing so I got into a scrap with Spider-Man. But when I got the mask of, I saw. Heheha. I saw that, underneath the mask, he's, heheha, that alien from that news story two weeks ago." He laughs as he lies, to the other two men's confusion. "No joke. Spider-Man ain't one o' your little bug people, he's really just an alien. Crazy ain't it?"

"You're lying. Spider-Man has all the traits of a man bitten by one of my spiders."

"What about his head? That looks way too big for his body. That ain't human, and it ain't spider."

"Big deal. The twerp I hired to take pictures has a head that big."

Taskmaster snickers a little, not really noticed by the other two.

"And Harry's friend has a pretty big head."

"Heheha. Well, trust me, he was definitely an alien." He laughs a little more.

"Well, what now?"

"Now, I track him down again, kick his ass a little, watch a couple more moves, and find his fighting style. Then, I come back, tell your boys what they need. It should take about, 18 hours? That's about how much you paid me for. After that, I'm off the clock."

"Whatever, just get the job done."

...

Peter sits on the ceiling of his room, as the basement is finally fixed up for Felicia and he can have his room back.

Now, What is he going to do about the crazy soldier-for-hire finding out who he is? Of all the people, but someone armed to the teeth, looking for his head and working for someone else. Maybe another crime boss? Like Silvermane. Too bad he can't seduce another cat burglar working for them.

Speaking of Felicia, she didn't seem to want to talk to him about the kiss either. Maybe she's confused about it as well. Unlikely. A girl like Felicia'd be beating guys off with a stick, or in her case, a taser.

But he still needs to talk to her. Uncle Ben didn't raise him to be a coward around girls. And as such, he needs to talk to her about this the second they have some alone time.

Or, he could continue avoiding her. After all, she was probably just caught up in the moment. Peter's not the type of guy who gets girlfriends. Girls would rather him do their home work instead of touch his hand. He's spent ten years learning that fact, and he's already accepted it. There's no point trying to rationalize something that means nothing, and he should probably just go to sleep.

...

The next day, Peter wakes slowly as his alarm clock starts to buzz.

He regains his senses milliseconds after it starts, remembering, to his happiness, to be in his own bed again. He glances over, noting its an hour early. Someone has changed his clock.

His Spider sense tells him to move, so he rolls off the bed, landing in a heap on the floor as a figure reacts too slow and lands on the wall next to his bed, banging her head against it.

"Ah, crap, owe, oh this hurts, owe." MJ mutters while rubbing her crown, having failed at surprising him by jumping on to him and resulting in hitting her head hard against his Shonun Jump poster.

"Well. That was an epic fail." He laughs, getting up as she crawls off his bed, cringing.

"Ahh, this really hurts. Aunt May's got your breakfast downstairs, waiting to be eaten, and Harry's in your living room with Hobie, waiting for you so we can all play with your new games."

"So, you chose to wake me an hour early, just to play with my birthday presents? I don't think I like being King of the nerds, it feels like I'm being taken advantage of. Where's Felicia?" He asks, as he gets out of the heap of sheets as she stands behind his door to give him privacy.

"She left early. Didn't want to play with the rest of us so she decided to go to the school library to finish a book report. Or at least I think so. I stopped paying attention. She's dead to me again after she claimed Batman isn't real. She retaliated with a wet finger to my ear and then she left."

"Interesting." He replies as he exits the room, placing his previous attire in a small basket to be cleaned later. He takes a step into the kitchen/front room, instantly hit with greetings.

"Yo! Happy seventeenth birthday!" Harry calls, holding a small box wrapped in purple paper.

"Yeah, happy B-day." Hobie greets, holding his own present.

"Morning Peter." Aunt May greets, kissing his forehead while handing him a plate of bacon. He eats the meal quickly after throwing a small piece to MJ when she starts looking at his plate like a greedy puppy. He turns to the small pile of presents, as he reaches to open them.

A watch; a pair of socks; some comic books, including Amazing Fantasy 15, one of his favourite books; underwear; a fancy new XBox controller to replace the previous one with a broken button; some chocolate, and a small collection of new games. Arkham City, Gears 3, Combat Evolved anniversary edition, and Alan Wake. All the games he asked for, and MW3, a game he SPECIFICALLY asked to NOT get.

Once done, he plays a few rounds of Forge, before they have to leave for school.

"Hey happy Birthday Petey." Liz tells him as he walks to his locker later that day, pecking his cheek and giving him a chocolate-based present.

"Happy Birthday Parker." Max adds, handing him a small card.

"Happy b-day little dude." Carl also says to him, handing him a baseball he will probably never use.

"Happy birthday Pete." Jessica says while giving him another card.

"Since when was I popular?" Peter asks following the last present.

"Since you tutored most of them, or didn't make comments about their choice of getting an electric eel as a present." Hobie replies.

"So, Birthday boy, ready to finally talk to your new lady friend?" MJ questions while smiling.

"Yeah, I decided I'll just keep avoiding her until everyone forgets."

"Say what? You wanna get a girl before you die or not?" Harry asks while pulling a confused expression.

"Yeah, as King of the nerds you need a trophy girlfriend. Otherwise you're just like a normal nerd."

"Except she's not my girlfriend. She just kissed me, and it was probably a caught in the moment type of deal."

"You're a real glass half empty type, aren't you?" Hobie sums. "This is why we don't hang out much, people are always so negative."

"Its not like that. Its just, girls don't like me. Girls want the masculine type, like Flash. They want, square jaws, giant arms, and tough attitudes."

"No we don't." MJ peeps up. "Only those bitchy, preppy girls like that type. The average girl just wants a guy they like. And you'll be surprised how many girls like you."

"What, do girls just all meet up every week and talk about guys?"

"Not any more, the airport stopped letting us meet up there." MJ replies jokingly. "But we have our own ways of keeping in contact. Remember that show about a guy and that notebook? He was friends with a Janitor and a tech nut and broke the fourth wall a lot."

"Oh, Ned's Declassified?"

"Yeah. Well, remember that episode with the bathroom door thing?"

"With the girls all discussing their opinions of guys? Yeah, I remember." Hobie thinks back.

"Yeah, we have that. Bathroom mirror's covered in lipstick and marker pen ink from girls talking. Like a message board but without creepy guys pretending to be chicks. Well, not as many creepy guys pretending to be chicks."

"And?"

"And you my brunette friend happen to be a widely discussed topic."

...

" 'Do you think Peter Parker is cute?' in crimson lipstick." Peter reads the mirror as they stand around it.

"I'm pretty sure we're not allowed in here."

"Huh, didn't think Liz liked me." Peter muses. "Apparently 'Petey is pretty cool, like a big brother's best friend type'. She's the only one who calls me Petey."

"Where's mine?" Harry questions, before 'Harry Osborn?' is pointed out to him, with no replies.

" 'And that looks like Jessica's shade." Peter notes. "'Peter shud get more appreciation, he's real cut?' Wow, some girls really can't spell. And 'Yeah, I like Peter, wish I could ask him out. But It'd be all awkward.' From the girl with Crimson lipstick. I think I have an admirer. What about this? 'Parker's just a nerd. Why would anyone like him?' That doesn't sound like the words of someone who likes me."

"That's also Sally Avril. Read this one."

" 'Sally why don't you just ask your reflection out already before it cracks. Stop being such an a-hole to everyone.' Huh, Whoever this girl with crimson lipstick is, they really like you." Hobie muses.

"See, girls like you." MJ points out. "Now look at Flash's topic."

" 'What an ass. Pantsing a girl is call for castration.' 'I hate this guy so much. Who shoves a seventh grader into a locker?' 'Flash stole my lunch money then asked me out. Who does that? What a douche.' 'What's with smacking my butt when I'm leaning over? I'm two years older than the prick.' I thought girls liked the jerk type?"

"We like the 'bad boy we can change' type. Flash, is the 'Locker shoving, wedgie pulling' type. Girls hate that type. In fact, _Everyone_ hates that type. Except Sally Avril. But she's one of those bitchy cheerleader stereotypes, so of course she would. But that's not important. What is, is that you're not some weird dork a girl would never like. You're just a weird dork."

"Huh. So I am. I think this is the best present I've ever got: Self Esteem."

"Well, you should use this self esteem boost, go find Felicia, and just ask her out." Harry sums. "But don't kiss her unless she tells you, otherwise they'll punch you. Right?" Harry turns to MJ who laughs awkwardly.

"Well, lets get out of here before a teacher comes and gives us detention for being in the wrong bathroom."

...

Spidey swings, hoping to find someone specific. He's thought it through, and he's ready to talk to Felicia.

Shouldn't be too hard to find her. Teenaged girl, running around in a black leather number with a white wig and a grappling gun. How many of those do you see in New York? Maybe a few in New Orleans, but New York he's sure there's only one.

And she's beating up Shocker as we speak.

"Damn it, why do you costume freaks always target me? It's a hotdog stand for crying out loud!" The yellow and red 'fiend' shouts, as he misses another blast while holding a stolen hotdog. "I haven't even but ketchup on it yet!"

Felicia dodges another hit, leaping up and kicking him across the face, before flipping back and firing her grappling gun to pull off one of his gauntlets.

"Hey, mind if I cut in? I came with no partner so I need to borrow yours." Spidey quips, as he drops onto a lamp post to look at them.

"Come on Spidey, just 1 hot dog." Shocker pleads.

"Sorry, but laws are laws." He webs his other gauntlet, before then his feet, dropping down and looking at the hot dog stand owner. He takes a few bucks out of his pocket, paying for the Hotdog Shocker tried to steal. He looks at the loser, sighing a little. "Go nuts."

After buying one for himself, he joins Felicia as she stands on the top of a building, looking over.

"That was nice of you." She tells him, as Shocker removes his confines and 'makes his escape' with his spoils. "Paying for his hotdog. Why'd you do that?"

"Because, he just tried to steal a hot dog. How low must he be to steal from a hotdog stand?" He lifts up his mask, taking a bite of his own. "Em, this is good. It probably just put a tapeworm in my gut, but its good so I don't care."

"Elch." She mumbles, pulling a disgusted face. "How can you eat that stuff? It's so, ewe."

"Spider powers. I could eat anything." He replies simply, as he finishes it off. They stand there for a few minutes, as an awkward silence creeps in. "Er, so... I think we should talk."

"Oh, I wondered when you'd actually grow a pair and get it over with."

"Yeah, sorry. Its just, I'm not used to this sorta thing. I've literally never had a girlfriend. I really have no idea what I'm supposed to do."

"You realize that I spent most of my life running from the cops, changing my name and address right? I've never had a boyfriend either. Its new territory for me too."

"So, what do you think we do now?"

"I guess, we find someone who has dated and ask them. What about Harry?"

"You've met Harry right?"

"Well, what about Mary Jane?"

"She's one of those, 'free agents' as she put it. She doesn't have boyfriends, just dates."

"So, do you know anyone with any idea what to do?"

"Well, I can help you two." A voice interrupts, as they turn to see Taskmaster leaning against a wall. "You start by getting drunk. Really drunk. Then you mess around, with no idea what you're doing. You promise to call, but that's just a white lie to get out o' there. Then nine months later she calls and tells you to come pick her up from the hospital with your new kid, which you'll ignore until two-five years later and pretend you never got the message. It's easy, really."

"Y-You." Peter looks at him, getting into a fighting stance.

"Who else?" He takes out the bow and arrow, aiming at the two and firing, only missing from their advanced senses. "Hey, don't move when I'm trying to kill you. Its really hard."

"Who is this guy?" Felicia questions, dropping to a lamppost, gripping it, swinging twice and launching back up to the building behind him.

"His name is... Actually, I don't know either. He never said."

"Oh, sorry about that. I'm the Taskmaster. Assassin, mentor, some-time hero, some-time villain." He takes his sword, launching himself at Spidey and swinging, cutting up the ground Spidey was standing on a second ago. "I can master any task. Its in my name." He strikes again, this time moving into the same spot Spidey was about to dodge to, knocking him back.

"Ok, that hurt." Peter mutters as he pulls himself up. "You psychic or something? Or do you have a spider sense too?"

"Nah, I'm just great like this." He kicks him once, but Taskmaster blocks him, striking back with his shield. "Ya see, since I was a nipper, I've had this memory thing. I remember stuff, real stuff. You do something, I can do it too, perfectly." He ducks down, striking with the handle of the sword against his lower abdomen, causing him to cough up a little. He spins around, roundhouse kicking him in the jaw, with speed to match Bruce Lee.

"Oh, that's a pretty gay super power." Felicia comments, leaping and kicking him in the back of the leg, knocking him down to his knee. He turns quickly, striking her across the heel of his boot, before stamping on her leg.

"If its pretty gay, then why did I just take you down and out with it?" He asks, smirking if his lips were visible. "Now, go home girl, I'm not being paid to fight-" He's cut off as Peter dives and tackles him from the building, punching him twice as they fall. He throws him off as he spins a web, swinging around a lamppost and back up the building. He runs a few steps, kicking off and landing down in a drop kick on the still falling Taskmaster, resulting in the two crashing into a car.

He pulls himself out of the rubble, leaning against a wall to recuperate.

"Owe." Taskmaster mutters as he gets back up, falling down and forced to use his sword as a cane. "What is wrong with you? I'm not some wacko made of iron. Asshole." He takes out a small device, looking like a needle gun, as he injects himself with some kind of steroid to get him on his feet.

"Huh, that's a nifty toy." Peter notes, getting up o look at him.

"Yeah? So is this." He pulls out a grenade, throwing it at him to make him move.

Felicia drops down, kicking at him. He blocks with his shield, striking at her with his sword but she dodges. She ducks back, spinning twice to trip him with her foot and another time as she pulls her feet up to strike him across his face. He spins around in similar fashion, pulling himself to his feet as he cuts at a lower angle, cutting up her costume's stomach. She reaches for her grappling gun to fire at him, but he ducks and grabs it, pulling it from her. She tries to kick again, but he merely parries it away, the leg still injured from him stamping on it earlier.

As he tries to strike again, Peter swings and tackles him, launching him up into the air. He lets go as he webs up to a construction crane to take a small break.

Watching him as he webs up to the crane, he grabs the grappling gun he stole and fires at the crane, pulling himself up in an identical fashion.

He slices at him, but he jumps back, still standing on the crane. He strikes at him again, but he webs at and pulls up a metal bar from the building under construction, blocking the attack.

He strikes again, but he parries the attack back, stepping back. They strike at each other, fencing on the top of the crane.

"Ok, this is awesome." Peter mutters as he strikes forward. "You know, maybe you should quit hunting me and become a pirate; you have the boots and sword skills, just need a hat."

"Yeah, one I'll make with your spleen." Taskmaster swings at him, but he turns his body, sliding through the framing of the crane to dodge. He grabs the crane's framing, as he swings back up and hits him. Taskmaster attempted to block with his shield, but he struck hard enough to knock the shield from his arm.

"Why do people always say spleen when they pick a random organ? Most don't even know what it does, and if they did they'd probably not care about loosing it." He dodges to the right following another swing, then to the left when he turns to strike from the opposite direction.

"Yeah, keep making your lame jokes." He pulls his gun out, firing down at the crane's motors, jamming it as the crane tries to move, breaking it down and making it start to collapse. It swings them side to side, as they continue to strike and parry the other, exchanging banter every so often.

Felicia watches their 'sword fight' as they stand on the broken crane, muttering a swear or two to herself.

With one last strike, Peter gets ready to knock his sword from his hand and end this little fight... Only for him to cut his weapon in half, both of which fall down to the floor, out of his web reach as the crane crashes into the building. Thank god its under construction, or people could be killed.

However, the sudden crash knocks them both from the crane, as they fall down to the ground. Peter opens his arms as wide as he can, using the web like material attached to his arms and side of his chest to glide like a wing suit, allowing him to control his descent, tackling Taskmaster into the building.

They get covered in sand and gravel as they crash through a few levels, landing, hard, into a big pile of metal tubes.

"Oh, you are really not worth the trouble." He mutters, looking at his watch. Thank god, he's off the clock. "Well, I'm out o' here."

"Where do you think you're going? You attacked me, twice! You should be arrested!"

"Ha, fat chance. I've done a few jobs for a few government agents, incriminating jobs. They wouldn't dare try me for anything. I'm immune." He gets up, replacing his sword. "Be glad we didn't finish this, kid." He moves to an elevator, pressing the button and waiting.

"Wait, you can go about, armed to the teeth, attack people, including civilians, and no one can arrest you? Oh fedicule me."

He turns, holding his arm out to fire a web line... only for it to be broke. He looks, realizing he lost the other shooter during the fall.

"Oh, fedicule me, again."

...

The two stand next to each other, inside the elevator, waiting for the ground floor. The tension and awkward levels being higher than their current floor, the two stand, trying to find a way to make this less awkward.

"So, Roach and Ghost die huh?" Taskmaster asks, breaking the silence.

"Er, yeah. Its kinda sad, I liked them."

"Huh." He looks to the corner. "So, did you make that suit yourself? Or..."

"Yeah, it was a little hard. Luckily, I'm good with a needle. Yours?"

...

The elevator opens up, as he walks back to Felicia.

"At any time. You could've gotten involved then at any time. I had to swordfight a guy on top of a crane, and you just stood here watching?"

"My ankle hurt." She replies simply, as he just looks at her angrily.

"Whatever, just take me home. I lost and broke my web shooters."

"Yeah, well I lost my grappling gun."

"Seriously? Well, I guess we're walking home."

...

"So, you trashed two cars, make a massive scene, probably tipped off SHIELD, and you destroyed an OScorp building that was under construction?" Norman sums up, as Taskmaster just sits back, half listening. "And you're going to charge ME to replace the bullets and arrows you lost in the fight?"

"And my Shield."

"I should just shoot you in the face right now."

"Better men have tried."

"I mean it Taskmaster. You're probably the worst investment I've ever made... Do you here bells?"

Small bells ring, followed by two people's voices.

'Hey Barbie. Hey Ken. Wanna go for a ride? Sure. Hop on. I'm a Barbie girl, in a Barbie world...'

"What the...?" Norman Osborn mutters, looking around. The song plays for ten to twenty seconds, before Taskmaster reacts.

"Oh, have to take this." He pulls a small phone from his waist, answering it as the song is cut off. "Yeah, yeah. I'm in the middle of a job. Yeah, I'll be there at ten. Yeah, first rounds on me. Yeah, kay."

"Do you mind?" Norman asks, as he just holds a hand to keep him quiet.

"...Yeah I remember. Yeah I have to go, he wants to speak to me. Osborn. Norman Osborn? The really ugly guy, looks like that German from Steve Zissou? Kinda creepy looking. Has that, kiddy lover vibe. Yeah, Yeah him. Yeah, he's right here. You want to? Ok." he holds the phone to him. "Well, talk to him."

Norman grabs the phone, throwing it at a window, smashing it through as it falls down a good few miles.

"Hey that was a Smartphone!"

"You answered the phone when you were talking to me. You insulted me right in front of me to some dumbass on the other line."

"Hey that was one of my closest war buddies. His son's engagement parties tonight. I needed that phone to book the limo and the stripper."

"I don't care. You're probably the worst merc in the..."

"Oh, so you don't want me to train your pack o' dumbasses? I did my job. I watched how he fights, just need to do the second part and train your boys. Or do you want to throw away the two million dollars you already paid me?"

"You actually did it?"

"Er, Yeah. What did ya think I was doing with the guy?"

"Ok then. Train them."

He nods, getting to his feet. He glances at Osborn, before waiting a second to speak.

"You know, you still owe me a smart phone, two arrows, a shield, a few magazines of ammo, and the overtime pay. And an Apology."

...

Peter sits by his bed, tired and ready to sleep. He should probably make is web shooters harder to break, but that can wait until tomorrow. Instead, he's so tired that he'd probably drift away if he tried.

A knock on his door captures his attention, amazing him that he didn't sense anyone there.

"Come in." He calls, as Felicia cracks the door open.

"We didn't have that talk." She tells him, sitting on his bed.

"Oh, yeah."

The two sit silently for about a minute, out of words to really say.

"Well, I guess, since we couldn't think of anyone to ask about this stuff, we should work it out ourselves." Peter mumbles.

"Probably."

"So, in TV shows, what usually happens?" Peter asks himself. "Ross and Rachel spent a season chasing the other around, until she found out he did something really nice. And JD and Eliot just started making out when he came over. Those aren't going to work."

"Yeah, maybe we should ask someone."

...

"Er, hello?" Eddie Brock answers, half awake, in his college dorm room. "Peter? Its late."

"Er, Eddie? Yeah, hi. Er, I have a problem. There's this girl, she's with me right now, and we sorta like each other, but don't really know what to do."

"And this couldn't wait until morning? Fine. Uh, Well, you said you like each other."

"Yeah."

"And she's with you right now."

"Uh huh."

"Then, why are you talking to me? Kiss her already. Then in the morning, buy her lunch. And later, take her to the movies or something. Its not rocket science Bro, its just logic. Now, I have a controlled assignment in the morning, mind if I get some sleep?"

...

"Ok, he said to just kiss." Peter tells her as he closes he phone.

"Well, we already did that, and it led to one day and a half of awkward silence."

"I guess, we should do it again then?"

With an awkward look, the two lean forward, pecking their lips up, and...

"No this is awkward." Peter pulls away. "TV shows make this look so easy. Hell, real life makes this look so easy."

"Well, we need to sort this out. So, you like me."

"Kinda."

"And I like you. It can't be this hard, could it?"

"Well, I assumed any girlfriend I had I'd keep missing dates with to be Spidey and end up breaking up to protect them. But you have powers too, so that's not a problem. I guess."

"But, is this it, we just, start dating? Do we just hold hands a lot and snuggle? Because it sounds sorta mushy. But paying for movie tickets and popcorn, that part sounds good."

"Yeah, I bet it would." He laughs, leaning back. She leans against him, resting her head lightly against this neck. "But I do like the mushy part though. Its a little narmy, but it just sorta has that thing, you know? Just laying next to each other, holding each other, sharing body heat. I, I think I like that part."

She looks at him, as both their arms slowly drift to the other side of each other.

"And, the hanging out part. Just all the peace of everything." He adds, as they start to shift back towards the pillow. "Just, total, tranquillity."

She yawns slightly, as does he.

"So, Spider-Man. Do you want to be my boyfriend?" She asks him, as they fall back so that they're laying on the bed completely.

"I'd say 'Only if you be my girlfriend', but it just sounds cheesy. But, yes, I want to be your boyfriend." He replies, gently kissing the top of her head as the two begin to drift to sleep.

She snuggles up to him, she too drifting to sleep.

"Yeah, you better."

...

When a series of robberies are attributed to people using advanced equipment, Peter tracks down an arms dealer who specializes in advanced technology. Meanwhile, Felicia tries to teach Mary Jane how to fight when she's nearly jumped on the way home from her play, and Harry tries to get his father's help on a school project.

...

Notes:

-For Taskmaster I went with the more soldier-type design he had for a short while, since I thought it looked cool. I Kind of see him as a soldier of fortune-type with a snarky, confident personality and a borderline insane mindset. The decision to make him learn his identity is inspired by a few things, such as how Iron Man Armoured Adventures-version of Ghost learnt Stark's identity but kept quiet for no real reason; and because under Tasky's new comic book characterization, he doesn't have a good memory for things non-mission/combat related, so it wouldn't really matter in the long run.

-As for the 'Hobie becoming a main character' thing, I'm going to try it for a while, but I have some trouble considering that Comic Hobie was an angry former cat burglar-turned hero, the old TV show made more focus on the 'burglar' part, and Spectacular he was almost non-existent due to never talking. I kind of want to use him as, basically, a big nerd, who's like Peter only more interested in technology. One of the reasons I wanted to give him main character status was because, when he becomes Prowler he would discover his identity, which would likely make him closer to Peter, and would probably make his friendship with Harry rivalled. If he was just a casual acquaintance and then become a best friend it would be too big a leap.

-I'm not too sure about how the end of the fight went down, but I couldn't think of a way that would end with a draw. I felt Felicia should've been more involved, but it's the best I could do.

-You know what's funny? I made a template of 20 chapters for this around about the fifth chapter, and other than Felicia's introductory arc, I haven't followed any of it. I've got a long road a head of me to get the thirty+ chapters before a time skip to about the time of my other two stories.

-Also, this could've been uploaded yesterday, but the train was packed and I couldn't get a spot to sit and write at.

-With this comes the start of a new arc. I see this as like the Black Cat subplot in Spider-Man 2 the game: He starts dating a girl who's fun and dangerous, who uses her criminal contacts to help him as they take down a big threat, as she tempts him to give up his civilian guise for a fuller life as Spider-Man. Afterwards she'll basically be like a drug to him: Comes back into his life every month or so (Yes, they're not staying together forever, sorry Spider/Cat fans), maybe give him advice on his life or a talking to, help whenever she can, and keep tempting him to live more freely. Afterwards, I've got a few small arcs coming, including one about Odin sending Valkyries to claim him for the armies of Valhalla and him, basically, dealing with a magic target on his back, almost like Final Destination, that will end with him taking on a couple of gods. Then there's one about his and his friends lives finally hitting high points, only for the world to start tearing them apart, financially, socially, and for some mentally. And then there's The Kingpin, the Black Suit, mutants being revealed to the world, an arc to tie it into Evolution involving Spider-Man dealing with riots and hysteria, and then a 'season finale' before a time skip. After which, I already have a few plot threads decided.

Now, you read, time to review.


	10. I'm a really good Tinkerer

Hi, remember me? Yeah, welcome back. As I found out the day after I finished writing the last chapter and forgot to say (If you don't like spoilers, don't read): In the comics, Carlie Cooper, the girl that makes Wesley Crusher look like a multi levelled character, has found out he's Spider-Man, and LEFT him! That's right! They broke up! Finally! And, it hinted he may get back with MJ.

However, this was more of 'they still have feelings for each other' and them holding the other rather than 'they're ghonna do it', so it may be like yanking a dog's chain. Just like in Ultimate Spider-Man, where they broke them up, then when they got back together, he dies. Or how when Charlie Brown is finally going to get to kick the ball, that little bitch pulls it away. God she was horrible, how many would like to take that ball from her and throw it at her head as hard as you can? Well you can't, she's a cartoon.

Anyway, lets get on with this.

...

Two young me, wearing simple clothes, enter a small department store, looking about as an old man stands by the cash register, cleaning his glasses.

"How can I help you two?" He asks cheerily.

"We, er, looking to see if you could, tinker, something." One tells him, air quoting the word 'Tinker'.

"Yeah, we could use, a tinkerer."

"Well, you're in look..."

**'I'm a really good Tinkerer'**

"...These of got to be, the worst pies, in London." Mary Jane sings, standing on stage, dressed in a gothic styled Victorian dress, while pretending to make pies.

Harry, Hobie, Peter, and Felicia sit watching her play. Another student, Bobby Carr, sits on stage, dressed with a wig resembling the Bride of Frankenstein as he pulls a rubber cockroach from the fake pie in his hand.

"...Mrs Mooney has a pie shop, does her business, but I noticed something weird." She continues, a few people laughing at how off-key she is. Her talent's acting, not singing. "Lately all her neighbours' cats have disappeared. Have to hand it to her, what I calls enterprise. Popping pussies into pies." She hits the fake pie with a mallet, causing rubber bugs to fly at the audience. "Wouldn't do in my shop, just the thought of its enough to make you sick. And I'm telling you them pussycats is quick."

"Do you think the director knew she wasn't good at singing?" Felicia asks Peter while whispering.

"She's not that bad."

"...It LOOKs like Its MOLTing."

"Except when her lips are moving. She could be worse. She could be miserable while doing it. At least she's happy."

"I don't get it. Is she making pies from the bugs?" Hobie asks.

"Something like that."

The play continues for an hour or two, as the gym full of students watch.

"...No doubt the years have changed me." The other student says to the teacher sitting on a barber chair. "But then, I suppose the face of a barber, a prisoner, a dog, isn't particularly memorable."

"Benjamin Barker...?"

"BENJAMIN BARKER!" The roar, stabbing them with a rubber knife as water with red food colouring shoots from a small contraption into the crowd, soaking the front few rows with it.

He sings to the knife after the teacher disappears into a trap door, followed by a small scene of him about to cut up a girl dressed as a boy hiding in a trunk, but is cut off by an off-screen scream.

"Even her screaming sounds off key." Flash laughs to Kenny, who also laughs a little.

"Yeah, this play is REALLY messed up." Harry comments as it finishes, blinking a few times at the fact they actually let the students perform this of all plays.

...

"Hey, there she is!" Harry cheers after the play is done, all of them meeting her outside the changing room as she leaves, beaming and back into her normal wear. "Future Oscar winner, right here."

"Yeah, and then I'll melt it down into a golden cat statue. So, how did I do?"

"Singing was off, but you made a believable crazy liar." Peter replies.

"Yeah, I figured. Need to work on that. Was it that bad?"

"Way to shatter glass Watson!" Sally Avril shouts, laughing to Flash and two other students. "I think your high notes may've broken some windshields!"

"Huh, that's funny. You mean like how the bathroom mirrors shattered from your face?" She replies back, smirking as a few around them laugh. The tall blond glares for a second, as she turns to walk away. "Ha, Won that round. So, Carr's throwing an opening night after party. Any of you coming?"

"Can't, I gotta swing by the Daily Bugle." Peter tells her, shrugging. "Speaking of which, I have to leave, like, now." He says his goodbyes, pecking Felicia on the cheek as he does so.

"What about the rest of you?"

"I actually need to start that project for Connors' Class, so I need to go." Harry steps back.

"Yeah, and I left my Skyrim game paused so I need to leave before the console melts." Hobie adds as he turns to leave. Leaving just Felicia and MJ.

"So, I guess its just you." MJ looks up to Felicia, who grimaces a little.

"Yeah, you realize that 'Swing by the Daily Bugle' was code for meeting up with Daredevil and Moon Knight, right? We've got this museum raid to deal with. I just needed to get my costume from my locker first."

"Oh, so you're leaving me too. You're dead to me again."

Felicia just rolls her eyes, turning to leave.

"Oh, no goodbye either? Fine, your loss! Bobby's brother was going to buy us all some vodka for the party too. Now you're missing out!" She calls after them all, before sighing and walking away.

She leaves, hiking up her jeans as she enters the car park. She thinks to herself how soon she may need to find a belt before something embarrassing happens. She turns past a car, humming one of the songs they just sung as she does so.

Then she falls to the floor when something hard hits her right ribcage.

She cringes in pain as she doubles over, looking at the rock that just hit her.

"Yeah, not so funny without your nerd friends, are ya Watson?" Sally shouts, kicking her as she tries to get up. She Grabs her collar and the back of her jeans, pulling and throwing her into a trashcan. She coughs out in pain, as the taller girl back hands her across the face with a ringed hand.

Felicia leaves the school entrance, bag in hand, noticing the fight -well actually a fight entails that either have a chance of winning, this is more like a beating- as she walks past the car park.

"Damn it, it was a comment!" MJ yells, as she gets kicked in the knee.

"Yeah, and it was pretty funny, you ginger haired bitch." She grabs her back pack to swing at her. "Just love making jokes, don't you? Yeah, here's one. Knock-knock."

"Who's there." Black Cat mutters, grabbing the bag as she tries to swing it at her and tearing it from her grip.

"Who the hell are-" She questions, half whimpering, unable to recognise her in costume.

"What does it look like?" She cuts her off, roundhouse kicking her to the floor. "I'm Black Cat. And if I ever see you crossing my path again, you'll wish all you had was a bit of bad luck. Now get out of here."

As Sally gets up and runs, Felicia glares until she's out of eye shot, before turning to MJ, who just looks down to the ground.

"I don't have to kiss you for saving me or anything, right?"

...

"This the place?" Spider-Man asks Daredevil, as the two stand above a museum.

"According to your girlfriend, they've been planning this for months." He replies as the two sneak around to a small window, slipping inside easily. Peter climbs above and sticks to a wall, as Daredevil stands atop an indent in the wall.

"Who's behind it? Silvio's gone so someone must be pulling the strings."

"There is. Ever heard of the Kingpin?"

"Th-The Kingpin? I thought that was just a conspiracy theory."

"Yeah, same with me being an Urban Legend and that rumour about you being an alien that's been going around. Trust me, he's real. And he's been controlling the streets for too long." He turns down as the alarm and security system's shut off.

"Was that Moon Knight?"

"No, two people are entering the back. Carrying something heavy. Its jamming the security systems." He takes out a small radio, speaking into it. "Moon Knight, you in position?"

"Affirmative." The Navy Seal trained avatar of a god replies, aiming a silver coloured, highly powered, sniper rifle from a building opposite.

"I'm still not comfortable with him using guns." Peter comments as he climbs down the wall, while Daredevil slides down a metal bar.

"Why? Because he may actually be insane, or because he's supposed to be the good guy?"

"B-Both, actually."

"I can hear you, you know." He speaks up through the radio. "And I could shoot you both in the head right now." He moves the rifle over towards the opposite side, as a green panel on the side locks onto two figures as it scans through the place. "They're entering now to your right. I can take them down now If I need to."

"Good, stay on them. See if you can take down the jammer device."

"Roger that. May the power of Khonshu guide you!"

"Yeah, there's a reason I call him Moony. It rhymes with Loony." Spidey jokes, getting a laugh from Daredevil. "So, how do you think he pays for his toys?"

"Who knows? Same way Bruce Wayne does maybe?"

"Really? I bet he's Tony Stark, and he pays for it with that new company he made."

"You're probably way off." Daredevil replies, placing a hand on his shoulder as he laughs a little. "But I like you laid back approach to this. Its a change from having no one to talk to when I'm smashing faces into the ground."

"Well, that's the benefit of having a partner, partner. It helps keep things cool."

"Partner? Try Sidekick." He corrects him, as the both leap onto a higher spot to look out for those breaking inside.

"Ok then. So, sidekick, where are they now?"

...

The two thieves enter, as they look for what they want to steal.

"So, this stuff'll work?" The box haired Flint Marko asks the other, as he looks at the devices in hand.

"Well it should." Replies the other man, silhouetted in this lighting, as he carries the jamming device, with the metal gauntlets on his arms reflecting the little light in the place. "Paid a lot o' money for this stuff."

"Well, maybe you should'a used that money on hotdogs instead of stealing them, huh Herman?" Spidey asks as he lowers down in front of them, the silhouetted man revealed to be Shocker as he steps back. Marko tries to run, but an elbow to his back disables him before he could use any of his new toys as Daredevil looks down on the man he just floored.

"Kinda low maintenance for you, huh? Was that so you'd have less trouble?" He asks the villain, as he laughs a little.

"A part of me was hoping you'd show up." He holds up a fist, gripping it as a sudden blast of sonic waves and vibrations is released, knocking back Peter and knocking Daredevil to the floor as he clutches his head in pain. "Got a few upgrades now. No longer your punching bag."

"Oh great, he's not a joke any more."

"Ahh." DD cringes and yells, unable to move. "Moon Knight, take the shot."

"The image's distorted." He replies, as the newly powered Shocker's waves disrupt his rifle scanner, causing him to miss... and hit Daredevil's arm.

"God damnit!" He yells more, falling to the floor. "Where the hell is Black Cat?"

"She couldn't help you now anyway." Shocker states proudly, taking a priceless painting from the wall, then using it to hold some Aztec golden statue.

He shuts off his gauntlet as Spidey recovers, who then lunges at him. He throws his steal into the air, dodging the attack and hitting him square in the ribs while releasing another blast, knocking him straight into the ceiling. He blasts down at DD, then turns, blasting straight into Moon Knight's perch, knocking both flying as he catches his stolen objects. He takes the Jammer with the other hand, leaving the scene before anyone recovers.

...

MJ wakes up, stretching, only to then cringe in pain.

She showers and dresses, stopping before a mirror. She looks at her face, noting the large black eye. She dabs a bit of make up around it and covers the injury with her bangs. Problem solved. She looks at her mouth, noticing the cut on the lower lip. She goes over with crimson lipstick, covering the damage.

She lifts up her backpack, but drops it in pain. She removes her shirt, looking at her side to see a large bruise on her ribcage, much bigger than both her hands. She'll have to carry lighter.

She replaces her shirt, getting up and noting the pain in her leg. She removes her jeans to look at the swollen knee, prodding it and flinching from the pain. Ok, she needs to start carrying bear mace again.

How did she get so badly beaten? She's had some karate lessons, learnt a few moves, and still couldn't win a fight. She can't be that weak, she used to be able to out-wrestle Peter before he gained his powers. Its not like she's never been beaten up before, but she thought that she could take them now. She helped Peter fight off Scorpion for crying out loud. How did an angry cheerleader get her so badly?

She didn't even get a single hit back.

...

She enters the school, her usual backpack replaced with a simple rucksack containing her lunch only with a cardboard folder in her hand to hold her homework, as she tries to get to her locker. She walks, oblivious to those around her an tripping over a foot as she's a few feet from her locker.

Sally laughs a little as MJ re-gathers her homework, struggling from the pain in her side. She's not going to beat her up again is she? They're in the middle of the school.

"Hey, pick on somebody your own size." Felicia tells the cheerleader, shoving her into a wall. She doesn't help MJ up, but stands by as she gets back to her own feet.

"No 'Are you Ok' then?" She asks her, as she starts to walk to her locker.

"Well looking as you're favouring your right leg, I don't need to ask. Does she usually pick on you?"

"No, not really. But then again, I don't tend to insult her back. She's really psycho about being dissed." She opens her locker, placing her lunch inside.

"Well, learn some karate and kick her butt."

"I tried that, I couldn't get it. I tried to get into the swing of going to a dojo after school, but I kept forgetting and missing lessons."

"Then ask Peter to help. He learnt how to fight didn't he?"

"You've seen him right? His style could be best described as 'do something a spider can and hope it hurts them'. Wouldn't work well when you don't have spider powers."

"Well, looks like you're screwed then. How's she with bullying?"

"She's usually a name caller, but she's known to put 'kick me' signs on, pull down pants, and her favourite, the 'throw them out of the locker room when they're only half dressed' move. Its honestly the worst experience you could have. Lately though she's been hanging with Flash more and gotten into shoving them into lockers and stuff. She actually gave Jessica Jones a swirly the other day."

"Then, you're ghonna need to find someone to train you, unless you want to live a life of being her bitch."

"If its like how Flash is, I already know half of it."

"Well, that's the thing, girls make much worse bullies than guys do. A guy can only do so much to a girl before he gets accused of sexual harassment. A girl doesn't have to worry about that."

"Whatever. What about you? Can't you be a sensei?"

"Me? You realize I know Karate, kick boxing, ti-chi, judo, ninjitsu, kung fu, and that martial art that Chuck Norris made? You want to learn everything I do?"

"Well, as much as possible."

"Well, how much you willing to pay?"

...

"Ok, I was able to analyse the jamming device before I was disabled, and its pretty high tech." Moon Knight tells the two others, as they're positioned around his secret headquarters. All in full costume as neither is willing to reveal their identities yet, the three look at a hologram of the jamming device. "It was sending out a constant EMP, one that was shutting down any electrical equipment around. ROXXON were working on a similar device for the CIA to shut down enemy submarines during the Cold War. Its likely that they bought it from someone with ties to ROXXON or the CIA, and possibly helped build the original device."

"What about Herman? He had new toys this time, and he actually won."

"Herman Schultz? Yeah, I noticed." The silver coloured seeker of vengeance switches the image for that of the two gauntlets. "They appear to be similar in design to his previous weapons, but much more powerful. Likely, whoever designed the jammer also made the gauntlets, and when they kept failing, gave him replacements with a higher power. Luckily, there is a downside to this." He points to the hologram as it zooms into the power core. "While it uses more power, it's also less efficient. It's using the same battery as the previous versions, and as such is going to burn out quicker. If we could stay out of range we could avoid being killed, if we're lucky."

"We should scan the area; make sure he doesn't try anything else. If he does, we'll meet up, strategize, and find a successful approach." Daredevil puts in. "Spider-Man, we'll need you to swing by to the police station and talk to Detective Stacy about Shocker getting better tech, warn him that there's some high tech arms dealer floating around."

"Yeah, sure. Right away, pointy masked boss dude." He waves goodbye before leaping out backwards, flipping around and spinning.

...

Norman Osborn stands inside OScorp, watching from above as several scientists experiment and test their various projects. Nels Van Adder is working hard on the development of Globulin Green, while Adrian Tomes has returned to upgrade the flight suit he made in another lab. Near them, the stubby, slightly obese and vastly unpleasant Otto Octavius works on his own projects. From Osborn's standing point, he can watch each and every one of them and all others under his thumb as they all work away; and he's not happy with the rate its taking. So, he'll do what he usually does, tear one of them a new one, unless they can surprise him.

He walks down a spiral staircase towards Van Adder's lab, looking at the experiment in hand. A spider in a jar rests on top of a table, as a laser-type device faces it, sending a concentrated beam of radiation into the spider, specifically designed to alter its DNA. The beam was based on the rare 'Gamma Energies', invented by the still missing Dr Banner, a former scientist for the army who rumour has it was turned into the Hulk from exposure to Gamma Energies.

The energy has been tested on many things, but spiders are the company's favourite. Depending on the species, the beam could have no effect, cause the development of a deadly retrovirus in the venom glands, or a retrovirus to grant minor spider-like features and produce Globulin Green, which is how they discovered it in the first place. Using Radioactive energies to perform genetic engineering, it sounds ridiculous but its became Van Adder's main job at the company.

They're looking for ways to extract and develop Globulin Green outside of the spiders so that they can mass produce the drug, but unfortunately the radioactive nature of Globulin Green appears to kill any yeast they attempt to grow it in. From their research, they've found that, other than the spiders, the only ones capable of surviving exposure to it are humans, and only certain ones. On the plus side, while its in their system, they become immune to any and all forms of dangerous radiation, and its been shown to reduce the swelling of tumours.

Which makes Van Adder happy, since working for OScorp for twenty two years has caused him to develop an inoperable brain tumour, one that could kill him within the next five years. Hopefully they can get permission to start testing it as a cancer cure within the next year, if they can get enough of the chemical produced.

The Spider's skin starts to change, becoming a mixture of red and blue, signalling it's finished. He carries the small jar to another machine, as a needle enters the lid and jabs into the spider's exoskeleton, draining out some Globulin Green. It adds to a large tank of the chemical, taken from now two thousand and six hundred spiders. They could always allow the spider to bite a human, and allow them to produce a much larger quantity of Globulin Green. It would cut costs and make everything easier. In fact, they've tried it now under controlled conditions and created the Spider Slayer unit. If they can prove that these new soldiers are a success, they'll get the money needed to mass produce them and turn almost every soldier in the army into Spider Slayers.

Of course, there lies a downside. While beneficial, there's the darker secrets to the spiders. Contrary to what they've claimed, the 'stick to walls' power wasn't an intentional extra, it was a complete accident. The retrovirus has actually added a large selection of Spider genes into those bitten, potentially including many more abilities. Luckily, only wall crawling seems to activate upon development, while most appear to stay inactive. Van Adder believes that it requires a large dose of Gamma Energies to activate them, but he's unwilling to test it in case he creates some kind of human-spider monster.

Speaking of humans and monsters, someone who could fall into either catagory walks into his lab, as the meek scientist turns to greet his boss.

"Van Adder, how's the research going?"

"G-Good sir. I've just harvested the Globulin Green of the two thousand and six hundredth spider. Its literally a matter of time before we have enough to test it without relying on spiders."

"Yes, I see that. So tell me, why is it that the deadline I gave you was two weeks ago?" He asks, his voice ready to burst into a shout.

"Well, we didn't plan out just how long it would take. It could take anywhere between half an hour to five days for a spider to react appropriately. And like I've said, if we gather willing human subjects, we could..."

"Yes, use them to produce it. I agree completely on that. But Director Fury has been all over us since he had to send all those brats to Camp Hammond, and if he smells anything even remotely inhumane, we'll be shut down. Have we had any luck with other animals?"

"Er, no sir. It appears that humans and spiders are the only ones capable of surviving exposure. Well..."

"Well what?" Norman interrupts, curious with this last mumble.

"Well, we've had minor luck with rhinos sir. It appears that rhino cells respond positively to the compound, and its possible that we could use this to produce considerably more. But, we'd be unable to since..."

"Rhinos are considered endangered, you're right. Well, It surprises me to say this, but good job, keep it up."

"W-Why thank you Mr Osborn." As Osborn turns away and leaves, Van Adder lets out a small mumble of happiness. He was congratulated. That hasn't happened since his brother threw that party to celebrate him divorcing that vampire of an ex-wife.

Norman begins to return to his office, when he hears a familiar sound. The sound of novelty shoes that make a squeak when you walk. Damn it, Harry's came to visit.

He sighs, knowing he has to acknowledge him.

"Dad?" Harry calls out, as he walks around a corner.

"Over here Harry, what is it?" He asks simply, pinching his nose. He doesn't hate his son, in fact Harry's probably the only person who comes close to earning his love, but he just wishes he would buckle down and get on with his life. Like, stop dressing like an idiot, start studying and getting better grades, and stop hanging around that red head that looks like she'd pay her meals with dirt. The Osborn's are a rich, upper class family; they shouldn't hang around with working class peasants, especially those with average grades.

"Well, ya see, schools having this science project whatnot, and we supposed to get family to help make it."

And speaking coherently. That's another thing Norman wishes he could change about his son.

"You want me to help you do your homework?" Norman asks, making sure he got what he meant.

"Yeah. So, I need you to help make this, diorama or something, about the big bang. Like a model of some exploding stars with, labels and stuff."

"Well." He sighs, gripping the bridge of his nose once more. Harry recognises this as his 'Harry shut up and go to your room' expression, so he gets ready to leave. "You should go home and start working on it. I'm busy, so get out of the building before you get in the way."

"Yes sir." He turns away, dejected.

"Wait, one thing." Norman calls back, as he turns to him. He sticks his thumb against his tongue and rubs a spec of dirt from Harry's cheek. "Learn to wash your face. You're nearly man for Christ's sake."

...

Spidey swings to the station, swinging right past the window behind Stacy's desk. The detective sighs, placing on his gun holster and grabbing his cup of coffee as he goes to meet the hero on the roof.

"Spider-Man. How can I help?" He asks him, taking a sip of his coffee as he does so.

"George, we kinda have a problem."

"We?"

"You know, me, Daredevil, Cat, Moony."

"Oh, your little team." He laughs. To think, three months ago Daredevil was but a story criminals tell their children at night, and the closest he had to super heroes in his life was his daughter collecting of those Batman stories. Now they have a team of super heroes running around, and he's their Gordon.

"Yeah. Well yesterday, me and the guys were going to bust this museum raid, when we got our butts kicked into plasticine by Herman Schultz of all people, using some new toys."

"You were beat by Shocker?" He cocks his brows up, having to resist the urge to laugh.

"Yeah, him and some other guy, Marko I think, broke in, carrying some jamming device, and left us all nearly cationic with some new gloves. Its actually scary. We think there's someone selling high tech weapons to thugs."

"Huh, sounds like Tinkerer."

"Tinkler?"

"No, Tinkerer. Phineas Mason, arms dealer and former government contractor. He used to make weapons to fight the commies during the Cold War, in fact he was one of the best. But, when the Cold War ended, he began selling his inventions to criminals, and we've been hunting him ever since. It was him who gave Schultz those fancy gauntlets of his, and I have to assume he's paid for new ones."

"Yeah, we figured that as well. Wow, I think I have a new Silvio to fight."

"Yeah, looks that-Hold on." He stops as his phone starts to ring. "Stacy. Ugh. Gwen, I'm busy. What is it? Again? Look, I told you, not until Cassidy's locked up so he can't get out or gets the chair. I know he's currently in jail, but that never holds him. Besides, he's..."

"Er, I'm ghonna go now."

"Yeah, see ya." Stacy waves, as he continues talking to his daughter.

...

"Ok, I'm ready." MJ announces, meeting Felicia by a basket ball court in the city.

"Good, now, how's the knee?"

"Better, it doesn't hurt no more and I can move it fine."

"Good, now, lets try something easy. Try to kick me in the head." She pulls a puzzled face, before trying to kick her. However, Felicia catches her foot, turns, and trips her to the floor. "Did you catch that? Now, on your feet and you try that."

MJ gets up, brushes herself off and gets into a fighting stance, ready to catch her foot as she gets ready to kick... only for her to kick with the other leg.

"Hey!" She shouts at the former thief, as she's knocked onto her back.

"You shouldn't prepare for only one side. I'm ambidextrous, so I can attack and block with either, but just because most are righties doesn't mean you can't be prepared for lefties."

"Whatever, lets just try something else."

And, with that, Felicia proceeds to teach her how to counter punches and kicks, but then shows that she can actually beat that counter herself.

For half an hour, Felicia pretty much just keeps countering attacks or knocking her down. MJ spends that time mostly on the ground.

"Will you stop that!" Mary Jane shouts as she gets up. "Have you never heard of taking Baby steps?"

"Do you think you'd have time to take baby steps in the real world? If you don't learn everything you can as soon as possible then you're going to get beat."

"It's been thirty minutes! You haven't taught me anything! You're just using this as an excuse to throw me around!"

"Well, to you it seems too soon, but you've never lived on the hard side of life, or constantly moving from place to place. You're weak, and you'll stay like that unless you learn to fight. Now I'm trying to teach you as fast as possible so you don't get crushed the next time you see that bitch, but if you can't take it then you might as well give up."

"You know what? I think I'd rather get beat up again than keep 'training' with you, Ok? I'm out of here." She turns away, grabbing her stuff and moving to leave. "And for the record, yeah, I have lived on the hard side, moving from place to place. I just don't make a big deal about it. Unlike some people."

...

Peter lands on top of a building with several officers firing as a small group of thieves hold up a bank, firing the cops back with some sci-fi like laser weapons.

"Huh, they look like the same kind of tech." He notes to himself, dropping down to the site as a cop is shot back, only for him to catch them safely. "So, you boys wouldn't happen to've bought those toys from the Tinkerer did you?" He dodges as one fires at him, firing a strand of webbing at one and disarming him.

Another steps forward to fire at him, as he walks past a silhouette of a figure with hood on his head. The figure grabs the weapon, pulling it from his hand, before hitting him dead in the chest. Another thief, seeing this, turns away to fire at Moon Knight as he steps into the light, allowing Spidey to take him down with a well aimed web shot. One cowers away from them, his back bumping into another figure. He turns to see the demonic looking vigilante Daredevil, who just stands still.

"Boo."

The attempted thief collapses with fear, allowing the cops to move in and handcuff them all.

"Hey, guys, about time you showed up. I talked to Stacy, he said the guy responsible is probably the Tinkerer. Any of you know that name?"

"Yeah, Phineas Mason." Daredevil replies. "And if its really his tech, we need to track down Schultz before he does anything else with his new gauntlets."

"And I know how." Moon Knight states aloud.

...

"Is this his plan?" Spidey asks Daredevil as they stand above a building, watching as Moon Knight, in civilian garb, walks past the police station. "Step 1: Switch to civvies. Step 2: Something. Step 3: Profit?"

"Something like that."

Moon Knight walks into the police station, approaching a parked squad car.

"What is he...?" Peter questions, as he watches the scruffily dressed Moon Knight start to unzip his fly. "Oh, he's not..."

"Hey! What the hell are you doing?" An officer shouts as he spots him, running and grabbing him by his collar. The Vigilante uses all his will power to not break their arm, and allows himself to be dragged inside.

"Carter, what's going on?" Detective Stacy asks the young officer as he drags Moon Knight inside the place.

"I caught this dumbass taking a piss against my squad car."

"Seriously?"

"Yeah, sorry, I just needed a way inside." He states to the two officers, pushing Carter off of him. "I'm currently undercover and being monitored, I just needed a way inside so that I wouldn't compromise my identity."

"What? Who are you?" Stacy questions, as the arrested man pulls a metal badge from his pocket, showing an eagle emblem.

"Agent Marc Spector. SHIELD." He states to them. "As I just said, I needed to interrogate one of the recently arrested bank robbers."

"The ones those super vigilante guys arrested?"

"Who else?"

"Well, hey, Gonzales!" Stacy shouts over to the officer as he drinks a cup of coffee. "Lead this guy to an interrogation room, bring him one of the guys you and Carter arrested from that attempted bank robbery."

"Er, right away detective." The rookie cop replies, as he moves his head to lead the apparent agent away.

"Carter, go call Director Fury. Something smells fishy about this. Request they send you Agent Spector's file."

Spector waits as they bring a young man from the attempted robbery, sitting him opposite them.

"Tell me your name." Spector says to them, not even looking at them.

"Go screw yourself." The man replies. Spector turns to him, stroking his stubble of facial hair as he looks at the clock on the wall. He pays attention to the time for a split second, before turning back to the arrested man.

"You know, I only got permission to talk to you because I have a SHIELD badge. But you know what's funny? I left SHIELD eight months ago." He pulls the hood on the back of his jacket over his head, slipping out a crescent shaped blade. "But, they're probably working that out now, so I suggest you answer quickly. Where is Tinkerer?"

"M-Moon Knight? But, they watch these things! You can't do anything!" The man backs away, fearful of him.

"They usually do, yes. But, you'd be surprised how many rules they'll ignore if you flash a fancy badge. I told them to make this private, so I suggest you do as I say." He jumps to the table, forcing the man into the back of his chair as he places the crescent blade around his mouth. "Now, tell me where you bought your weapons? Where is Tinkerer?"

"But, you can't..."

"I'm not a cop, remember? I don't have rules. I can do anything I want."

"He-He runs a shop! Down near that bar!"

Meanwhile, as he interrogates the prisoner, Stacy and Carter watch a computer as it loads the file on the SHIELD agent.

"Marc Specter, former Navy Seal, dishonourably discharged for committing war crime and disregarding orders. Recruited for SHIELD's black ops missions. Oh god, this guy's a monster." Carter mutters as he starts to read the missions he undertook. "And this was for SHIELD?"

"We're in the middle of two different Wars, and SHIELD is in a constant war with HYDRA. They tend to recruit guys like this."

"Says here he was injured when a fellow agent shot him in the stomach when they were extracting a captured criminal from AIM control, and spent two years MIA. They picked him up just less than a year ago... and he resigned to pursue other tasks. This Guy's no agent. Not any more anyway."

"Knew it. Come on, lets got get this guy."

The two run to the interrogation room, slamming open the door to see the man Moon Knight interrogated as he lays on the table, knocked out.

"Damn it." Stacy takes his radio out and turns it on. "Attention everyone, we've got someone inside the station. He's to be considered highly dangerous, and to be captured as soon as possible. Last seen wearing a dark brown jacket over a hooded jumper and a pair of jeans. Brunette, unshaven, about seven feet tall."

The various officers start to go on lockdown as they look around for him. One spots him, before running after him and trying to stop him. As he approaches the man, he just hits them straight in the forehead and flips them onto their back, taking his handcuffs and attaching him to a banister.

"I apologise for this." He mutters, as he turns to run.

Outside, Spidey and DD wait for him to return, looking, or at least paying attention to, the station.

"What's he doing?"

"Look behind you and find out." Peter turns upon hearing this, looking at Moon Knight as he replaces his cowl, removing his hooded jumper and jacket to reveal his normal suit.

"Did you get Tinkerer's address?"

"Affirmative. By Khonshu's will, we shall journey to this address." He holds a small piece of paper with a poorly written address on it.

"Ok, lets do that then. With less fancy words, hopefully." Peter adds, as they start to move. "I don't know why we didn't just ask Stacy if we could talk to one of them. Gordon did it."

...

Norman Osborn returns to his home, entering his home office and sitting by his desk. He removes his tie, undoes his jacket, and pours out a glass of scotch. He gulps down the full glass, before filling it back up and drinking again. He opens his case, going over and filing paperwork, leaning back on his chair as he does so.

Rhino based Globulin Green. It's actually a great idea. It not like it's a complete impossibility to get some rhinos to experiment on, they just need to be careful about it.

Luckily, there's a really talented genius in the field of cloning by the name of Miles Warren, and cloning a couple of rhinos should be simple for him, and wont require Osborn to buy any rhinos, allowing this to be kept under wraps.

"Er, dad?" Harry asks from outside, resulting in a sigh for Norman.

"I'm busy Harry, if this is the about the same thing as earlier, I suggest you walk away now." He calls back. Damn, why did he have to fire Bernard last week? He could've dealt with this. Oh, right, he resigned.

"I wouldn't ask if it wasn't important, but I really need your help with this. If I don't get a C, I'll have to take extra classes. I've been trying to join the Basketball team, and if I need to take extra classes then I can't join any extra stuff."

"So you want my help so you can play sports? Harry, you know I'm not a fan of sports." Harry starts to silk away, dejected once more. "But, if you want my help, I'll help you in a minute."

"T-Thanks." Harry replies happily, as he returns to his room.

Osborn leans back, taking the phone out and dialling. He could do it this one time, but he can't be there for Harry constantly. He needs help.

"Hello? Yeah, its me. How would you like to come back, on a permanent basis. Double your usual wage?"

...

"You're being a real bitch, you know that?"

Sally just looks at Flash in confusion at this comment, as they stand around, getting ready for the football tryouts.

"Excuse me?"

"You're going really far with this whole, MJ thing." He replies. "I mean, I get she insulted you, but you just attacked her in the parking lot and tried breaking her leg. That's too far."

"What are you talking about? You're the one who duck-taped Osborn to the school bus." She retorts, looking at him.

"Yeah, but that was funny. You attacked a girl with a brick over a comment. Even I think that's too much."

"So, you think she didn't deserve it?"

"Er, yeah. She's the class clown, not a punching bag Sally, you can't go all out on her like that." He looks at the ball in his hand, before kicking it to Kenny on the other side. "I know, I tease her a little, but I do that to everyone, and its all just a joke. You pretty much tried to kill her."

"Whatever, she shouldn't have called me ugly. She deserved it."

...

MJ sits on the bleachers, mostly alone, watching the football tryouts. There's only a few worth watching, but she has nothing else to do. Sally has been giving her death glares all throughout the event, and Felicia is approaching her.

"So, no Hi?" Felicia asks, sitting next to her.

"I'm not sure you deserve a hi, after earlier."

"What, you're blaming me because you suck?"

"No, I'm blaming you for having no sympathy."

"No sympathy? Hello, I was trying to help you! In case you don't remember, you got beat up yesterday and could really use some help."

"So you decide that the starting off point was trying to figure out how to fight on my own as you throw me around? Yeah, real helpful."

"Hey, its how I learnt. You just don't understand that because you've always had a great upbringing.-"

"I am so sick of you always doing that. Any time you act like bitch or a psycho you always go 'oh, I had a sucky life, its not my fault' or 'you don't understand how I grew up'. News flash, we all got crap we dealt with in life, you're not that screwed up."

"Hey, I had to work for Silvio Manfredi. I had to do things I was really not OK with. You have no idea what-"

"You felt alone. You wanted to just shout and scream all the time. You'd come home, and run to your room just to get away from whatever horrible sight he's left in the living room. And when he gets drunk and starts shouting and lashing out, you have to just take whatever he throws at you and hope that either someone comes to make it better or that the glass bottle would miss. Any of that sound familiar?"

"Yeah, except that last part. What, er, what exactly are you talking about?" Felicia just looks confused, as MJ crosses her arms over her knees.

"Did you ever come home to see your dad yelling at your mom, or at the TV as your mom lies unconscious on the floor? Did you ever have to run to your room, shut the door, and hide underneath your pillow, crying your eyes out because your dad stopped his AA meetings and is back to being boozed up? Or, how about, doing this when you just got home from a classroom of idiots who wouldn't leave you alone because your name is a slang word for drugs? Or, when you finally get away, you get bounced around from relative to relative, many who have cousins a lot older than you, and really don't appreciate you stealing their rooms? Or, when that happens, it usually ends with you being picked on until you cry and no one believe you? Well, how about all this, before you're even ten years old?"

"N-No, actually."

"Yeah, well that's because all the crap you went through, you at least had a dad who was willing to go on the run to protect you. My dad, he'd probably expect me to take the fall for something he did. And you know what's funny? The only thing that made my mom decide to divorce him, was when he started to hit me. But no, she had no problem with him throwing bottles at my head, or putting a lock on the outside of my door, or tearing up my homework or my toys, or setting my bed on fire, or just the general shouting. And, unlike Manfredi, my dad did this to me, my sister, my mom, and anyone he could for years, not a couple of months. And when they were in the towers when they went down, I spent the next five years, like I said, bouncing from relative to relative.

"Have you ever heard of a thing called fireball? Its like a wet willy, but then you have to die your hair to hide the scorch marks. That was because my cousin Genny didn't like the fact her 'little ginger nut cousin' had to share a room with her room. And you know what happened when I told on her? Well, in comparison, Sally's going easy. And then, her mom called me a liar, and sent me to Uncle John and Aunt Jess, both who were so Catholic, they actually beat me with a bible for wearing eye liner. Yeah, my life sucked. And you know what I did? I dealt with it. I moved along, and then I moved in with Aunt Anna, who let me dress however I want, let me watch what I want on TV, decide what food we get, and treated me how you're supposed to. A child. I spent, every day, until I was thirteen having anything even resembling happiness beaten out of me, and even then, I still have to put up with assholes like Flash Thompson sexually harassing me and skanks like Sally walking over me. I don't need you trying to make me feel bad for 'not knowing how you lived'. The point is, I know, EXACTLY, what your life is like. But do you have any idea what my life was like?"

"You, you could've just said-" Felicia starts, only for MJ to get up and walk away.

"Well next time, think about that before you decide that throwing someone to the ground for thirty minutes will teach them how to fight."

As MJ storms off past the car park, Felicia sighs, curses under her breath, before running after her.

"Wait, wait up." She shouts, stopping her. "I may've been out of line with the whole 'you don't know what its like' crap, and I'm sorry. Look, if you still want to know how to fight, I can help. Going at your own pace or using baby steps or whatever it is you want to call it, I'll help."

"Why do you even want to? What's in it for you?"

"Mostly, get the feeling of guilt you just forced down my throat. But, you're Pete's friend, and as such, I think I need to at least be civil between the two of us. So, what do you say? Want my help?"

"Teach me how to break Sally's arm and we have a deal."

...

Meanwhile, at Coney Island, several people stand around the boardwalk, doing their various activities. Be it rides, prizes, or just walking and talking, they all stand around.

Until the boardwalk cracks open. Shocker punches through the bottom, climbing out, covered in water and seaweed. In one hand, he holds a large bag of lost gold and treasure, as he climbs back onto the surface. The manager off the fair, holding tonight's earnings from the roller coaster rides, stands still and watches as he walks past. Shocker stops, looking at the bag, before kicking him square in the chest and taking the bag from him as he goes about his journey.

"I've found Shocker." Daredevil says into a communication device.

"And I've found Tinkerer's location." Moon Knight replies, standing by a tree as he watches Tinkerer's shop.

"And I've... Found a puppy." Spidey adds, as he stands atop a building with a small dog yapping at him. "Honestly, who leaves a dog on top off a rooftop?"

"Well, Moon Knight, you keep a lookout of his place, I'll follow Shocker and see if he's heading there. And Spider-Man, leave the dog alone."

"But you should see it, its got a fluffy tail and a patch of fur around its eyes that makes it look like a raccoon."

"Spider-Man."

"Fine. I'll head to MK's position and meet with you there. But I'm going to miss this puppy."

He swings off, as Daredevil stalks Shocker.

The yellow and red criminal looks around, before noticing a parked car. He signals to it, causing it to drive up to him. He lifts up his mask, taking out the breathing apparatus inside his mouth and throwing it away, before entering the car as the driver takes him to see Tinkerer.

The car arrives at the shop, as the three heroes regroup near it, watching, planning their entry point.

"They're entering the backroom." Daredevil states, tilting his head to the side as he listens to them. "Four men, one's Schultz, two are from the car, and one was in the shop already. Tinkerer. They're using an elevator to get to a lower level, and I don't think anyone else is inside."

"I've been here before. This used to be an old CIA base used for storing spy equipment. It has an emergency escape entrance in that hotel behind it. We could sneak in through there and get them by surprise."

"Good. Spider-Man, you sneak inside with the elevator. We should be able to flank them. When they make whaatever deal they're trying, we'll intervien, andd you stop any that try to escape. Got it?"

...

"Osborn." Norman speaks to his ear piece as he begins to leave his office, talking to someone at OScorp. "They what? And what happened then? It exploded? Damn it, I told Octavius he'd need more, yes, I understand. What? No, I can't. I just promised my son I'd- General Ross is coming? Damn it. Fine, I'll be right there."

Harry sits at a desk in his room, looking over the diorama he's made so far. Currently, its just a box, but he's got the idea he wants so far.

His phone starts to ring, getting his attention.

"Hello?"

"Harry I've just been called to work, so I can't help you with your project tonight." Norman speaks into the phone as he gets into his car.

"Bu... Oh, Ok." Harry's face drops, as he looks out the window to spot his father leaving the garage. He could have at least told him in person.

"Don't worry, I've called for Bernard to come back, so he should come soon to help you."

"But Bernard's not my dad!" Harry shouts at the phone. "You are, and it should be you helping me like you're supposed to! Why do you always do this? I'm sick and tired of talking to you through a phone, why can't someone else run the company? It's not like it'd fall into chaos just because you're not there!"

Harry stops after a few seconds, regaining his breathing as he looks at the phone. Luckily for him, Norman hung up right before Harry's outburst.

He sighs, sitting back, before taking a nap on his bed, waiting for Bernard to come and do the job Norman can't.

Norman sits in his Royce as the car pulls out the gate, looking up at his son's window. He'd like to just throw his phone into the lake right now, let it go, and focus on his promise to his son. But, he needs his job, and he needs OScorp. He hates breaking promises, because they always expect an apology for it, and he hates handing them out. He admits, he's not a good person, and he can't abandon his work for his son, but he can't keep abandoning his son for work.

Man, it sucks to be an asshole sometimes.

...

Spider-Man crawls around the ceiling, keeping his eyes on the sight bellow him. Moving across like a xenomorph, he stays hidden in the shadows, as he looks at the, quite weird, surroundings. There's large metal structures, ones that resemble steel bridges, and large machine parts, looking like the inside of an old clock. Gears everywhere, dangling chains, and random weapon parts scattered across tables with a set of filing cabinets holding various blue prints.

"This Tinkerer guy really needs a girlfriend." He muses to himself, watching as Shocker and two others start talking to Tinkerer.

The arms dealer looks like a kindly old man, with skeleton like fingers, wrinkled skin, and white, pointy, evil looking hair. A pair of simple glasses on his nose and a lab coat over his clothing completes the 'mad scientist' look he has.

"Huh, older than I thought. Maybe he shouldn't get a girlfriend. Would that phrase even apply to old people? Wouldn't it be 'womanfriend'? Huh, weird." He continues to muse, before shaking his head and returning to the mission.

Down on the ground floor, the two criminals accompanying Shocker discuss with the Tinkerer what they wish for.

"I want, wings, like that Vulture guy." One says to the elderly arms dealer. "I can't take being Moon Knight's bitch any more, I want to fly."

"I don't know about you, Drago, but I pay for my meals with money, not sob stories. Do you have the money for it or are you expecting a handout?"

"That's what I'm here for." Shocker speaks up. "Since I finally got some luck, I thought I'd share it with my prison buddies, let them take a share of power. Blackie needs it to take care of Moon Knight, so I'm paying the bill. And Freddy Myers here wants to get some protection after his boss's warehouse got attacked by that Castle guy and everyone was killed, Gangland style."

"Huh, so, what exactly do you want?" The elderly man asks the third man, who scratches his short blond hair-covered scalp.

"Well, I'm great at baseball." He speaks up, in a notable Australian accent. "Maybe something like that?"

"I'll give you sonic boomerangs then."

"Wait, I said baseball."

"Yes, I know, but I couldn't care less. You seem like you'd be a natural at throwing boomerangs."

Myers just looks at him blankly, before getting his implication.

"Racist Bastard."

"So, a flight pack-" Tinkerer mumbles as he looks over one of his file cabinets.

"With wings. Razor wings."

"Razor wings, that'll cost extra. So, flight pack with wings, sonic boomerangs, and I'll throw in simple battle armours. That's about, two thousand bucks."

"Wow, wait, I'm actually Ok with just fly-" Blackie speaks up, but is cut off.

"Here you go." Shocker hands a large bag of golden coins to the Tinkerer, as Blackie just looks at him confused. "My treat."

"Two kay on your buddies from prison? You're more of a sap than I thought." Tinkerer mutters, taking the money. "Whatever, here's the blue prints. You can get all you'll need from a junkyard, but If you want, for a couple more I could give you some I've already made."

"We'll take the blue print-"

"Sure, why not." Shocker interrupts Myers, handing another bag to Tinkerer. "I still have a third short of a million, doesn't matter to me."

As Tinkerer turns back, looking over his large assortment of inventions, he spots the ones he's selling to them and moves to each. He picks up the light armour, throwing the two suits to the men, a black one with dark red trimming for Drago, and a dark blue one to Myers.

"Don't try to steal anything behind my back, I have security hidden around here that will kill you if you try." Tinkerer shouts back, as Drago replaces the metal dart he was about to take.

Tinkerer picks up a satchel of sonic boomerangs, throwing them to Myers as he connects the flight pack to the razor wings. He turns back to Drago, throwing it to him. As it flies through the air, a quick flash of silver hits it, as it falls into two pieces. Several chains holding machinery behind them suddenly break, as a spinning crescent blade flies around the large complex, returning to Moon Knight's waiting hand.

"Oh crap its Moo Knight!" Drago pulls his handgun out, firing at him, only for it to miss as he shakes in fear. Myers throws a boomerang at him, only for him to catch it, before bending it like a straw.

Before they can run away, both Drago and Myers are pulled back into a wall by a metal cable around their arm as Daredevil leaps from the shadows, landing on both of them before turning to kick Shocker.

The villain dodges to the side, rolling around before taking aim, firing his beam of vibrations as Daredevil's senses take over, forcing him to the floor in pain. He reaches for his billyclub as he starts to recover, pulling himself up into a run as he leaps over the table, causing Shocker to accidentally destroy some, distracting him as Moon Knight lunges at him, blade in hand.

Shocker elbows the avenging avatar across the face, as a blast knocks him back to give him time to turn, take aim, and fire at Daredevil.

Tinkerer watches this as he starts to sneak away. However, Spidey spots him, pursuing him from the ceiling.

"Going somewhere?" Spider-Man asks the stunned scientist, dangling down in front of him. "Because, as you can see, I'm kinda in your way."

"Yes, but I'm not an idiot. I know to keep security lying around. Kravenoff, deal with him." He waves his hand as if he doesn't care, turning away from him as two eyes open from the shadows behind Spider-Man.

"Hello, Spider-Man." familiar Russian accent greets, sending a shiver down Spidey's spine.

"Oh, not him again." He quickly pulls himself up the web to avoid Kraven's lunge, before dropping down to land on his back, kicking him forward.

Kraven stops, laughing as he back flips, cutting Spidey's webbing with his claw like nails as he tries to escape.

"Looky Krave, I gotta chase after Tinkerer, why don't you be a good boy and just stay out of this?"

"Not likely, He has paid me a small fortune to cover him, and I wouldn't give up the chance to fight you once more. In all honesty, you were my favourite prey."

"Oh, goody." He says to the wild man, leaping back and firing several balls of webbing at him, trapping one of his arms. He smirks at the Spider, taking out his combat knife and running at him, managing to stab into his shoulder as the young hero barely gets out of the way.

"No way, I should have dodged that. Spidey sense, stop cheating." Spider-Man mutters to himself at his slow reaction, before leaping onto the walls. Kraven lunges at him, only for him to jump back up, firing at and cocooning Kraven in webbing. "Please don't get out of that, you're really tricky to stop."

Spidey turns back, noting how Tinkerer is long gone by now, leaving only Shocker to deal with.

Daredevil back flips out of the way of another attack, landing into a wall as the vibrations in the air screw up his hearing. Moon Knight stays back, trying to calculate an attack point, only to get shot back when he makes his move.

"Hey, Shocky, would you do me a favour, and give up? After all, I got you that hotdog didn't I?"

"It tasted like ass!" He replies, firing at him and knocking him into a wall.

"Oh fudgillate! That shouldn't 've hit me. What's going on with my Spidey sense?"

Spidey starts to pull himself up, only to be hit again. He flies back, hitting the wall with enough force to break it. He pulls himself out of the rubble, but is then, once again, sent flying through another wall and into a sewer tube.

"Why won't you just stay down? It would make my life easier." Shocker questions as he stands in front of him, while Spidey slowly rises.

"Why won't you look at a mirror. Your suit's so bad it actually makes mine look good, and that's a feat."

His joke is repaid with a kick to the throat.

"Ok, that hurt." He mutters, covering his throat as he falls to the floor. "Like seriously, it hurts. A lot."

"Yeah, and if you knew what was good for you, you'd stay down. Believe it or not, I don't want to hurt you, but I will if you make me."

His whole body feels like spaghetti, and his head feels like it did the time he tried that questionable sports drink Harry gave him some of that he's still not sure if she was telling the truth when they said it was legal. Damn, he can't let Shocker win, but he can barely move.

He looks up, watching the villain look at him. He doesn't have much room to hide or dodge in here, to think comics always make these sewers seem so big. If he could force him back into the warehouse, he could maybe find something to take cover behind and recover.

He notes how big the hole is, and while Shocker is blocking it, he's not exactly physically strong.

He only has one shot at this, so his web shooters better work.

Spidey makes his move, kicking up to hit Shocker in the gut with his knee as he aims his arms behind the yellow and red costumed criminal, firing two web lines at the wall and pulling the two back into he complex, Shocker flies into a table as Spidey swings up, back into the shadows.

Damn it. Shocker should have been thrown straight into the wall opposite. What's up with his powers? After effects from being hit so much by Shocker's gauntlets maybe?

It doesn't matter, he needs to think of a strategy fast. But strategizing is usually DD's job, and he's unconscious. Maybe he should listen more in their little-That's it!

He opens his belt, refilling his web shooters. He's going to need as many webs as possible for this.

"Hey, Herman, did I ever tell you how silly your name sounds? Herman, sounds like Hermit." He comments as he dangles towards the floor, eyes on Shocker. He drops to the floor, before taking fire with his webs, firing dozens of web balls.

Shocker holds his gauntlets out, as a small hub lights up in his metal goggles, locking onto the web balls and firing beams of vibrating energy at them, deflecting each one. Daredevil moves his head as he starts to wake up, followed by Moon Knight.

Like a machine gun, Spidey keeps firing, not wavering as he fires at least fifty. Shocker keeps deflecting them, as his gauntlets start to get hot. They start to overheat now, as its coolers shut off and the power core inside them begins to burn up. With a final blast, his gauntlets crack, breaking off.

He gasps, as Spidey stops firing and falls to the floor in exhaustion.

The criminal turns away, walking straight into Moon Knight. He takes a punch, but his arm is caught, before being twisted and broken in two different places. Moon Knight pushes him back, before turning around and roundhouse kicking him across the room. He gets up, as Drago and Myers start to wake up as well.

"Guys, get out of here!" He shouts to them, looking back to see Daredevil getting up. He makes a break for it, only for his billy club to fly at his knee, breaking it. He cries in pain, grabbing a discarded weapon and firing back, distracting the two as he limps away.

Spidey gets up, watching his attempted escape. He takes aim with a web shooter, but makes nothing but a 'wssp' sound as it fails to fire. Out of web fluid.

He limps out, watching his friends get into the car.

"Hey, don't worry, I made it." He assures them from afar, limping towards the car... ...as the doors shut and they drive off. "Hey! Wait for me! Hey! You guys!"

He limps after it, but falls to the floor, unable to stand. He coughs, as he inhales some of the car's exhale, coughing afterwards. They ditched him. He was going to pay some of his big score for them without asking anything in return, and they ditched him.

Tears escape his eyes, as he removes his mask. His face is cut open, with blood running down his cheek, and his hair has been darkened by his sweat. He cringes in pain when he tries to put pressure on his broken arm.

"Go on, make your comments." Schultz speaks up, as Spidey approaches him, watching the site.

Without answering, Spidey merely pulls out his cell phone, dialling a number.

"Yeah this is Spider-Man, Ambulance please, and a squad car."

...

"Hey, about time you showed up." Felicia greets Peter as he enters his house, finding her standing by the kitchen with a hot drink in hand, wearing an oversized shirt as MJ sits on his couch, her shirt ripped and holding an icepack to her cheek.

"Where were you? What happened?"

"Sally beat me up yesterday, so Felicia taught me how to fight. When we were on our way home and she stopped into a grocery store to get some things your Aunt May asked for, Sally started again, so I broke her finger and knocked out two of her baby teeth. Want to see?" MJ holds her hand out, holding two teeth. "She tried to fight dirty by throwing me into a wall, but I just tripped her up and made her cry uncle."

"Uh-huh." Peter nods. "Well, I just had a really busy day that I should have spent working on my biology assignment, so I think I'm ghonna crash."

"Good, Well, I'll be going now. Thanks for turning me into a badass Felicia." MJ waves, skipping out past Peter, and leaves to go home.

"So, are you two friends now?" Peter asks, taking his shirt off as he gets ready to go upstairs.

"Sorta, one of those, mutual respect things. She could use putting on a couple of pounds of muscle, but she could be a real street fighter if she wanted."

"So, is that where you were all day? Moony and Daredevil wanted to know why you didn't show up for the meeting."

"Yeah, kinda. Anything interesting happen?"

"Shocker became tough, but he's now in hospital crying. We spent the last five minutes chasing down Myers and Drago, and they're in a police hold up. So, nothing much. My powers went a little weird though. They're fine now, but its like they started to turn off."

"Weird. So, it was no biggy me missing out today?"

"Unless you wanted to spend the day getting tossed around by Shocker, no, not really."

"Good, so now what do you want to do?"

"Now? I wanna sleep."

...

Next time, as his powers et weaker again, Peter takes a rest from Spider-Man, only for Felicia to run into trouble in the form off a returning Shocker, and a thief dressed as Spider-Man. Meanwhile, Tinkerer makes a deal with a former special effects artist, one in need of revenge against a production company.

Notes:

-I wasn't too sure about involving Moon Knight and Daredevil in this, but as I said at least once before, they're going to be semi-reoccurring supporting characters in the story.

-For the subplot with MJ and Felicia, I wasn't sure who should be the person to beat her up to prompt MJ to take fighting lessons. I kinda had the idea of Felicia trying to teach her to fight since I first wrote the scene with her cutting Flash down to size, but I didn't have planned why until a short while back, and then only recently decided who it would be to attack her. Choosing to make Sally Avril beat her up was mostly because that, in the comics, there's literally no female character in Spider-Man who'd be that violent towards someone who went to school with Peter other than a bully, and if I went with Flash or Kenny, it wouldn't of gone down too well because, making jokes or shoving into lockers is one thing, but beating the crap out of someone for a small comment is just plain wrong on many levels. It wouldn't look like just bullying, it would look like a violent assault. As it would make it impossible to give either of the two previously mentioned characters any development after this for the simple fact they did something like this, I had to choose a character who no one would mind acting like such an asshole. Sally, being a character who originally had only like three panels of screen time in the AF#15 and later got killed off when a different writer wrote a flashback series, seemed like someone who, due to never getting any character development past 'stuck up bitch' I could make act like that and not make future writing impossible.

-The third, Harry based subplot may not have been very point filled, since it was mostly there to give Harry screen time and excuse a scene I had the idea for that basically explained the origin of those spiders. It wasn't until after I wrote the first few chapters that I got the idea of making the spiders be genetically altered via a beam of radiation, but I liked it since it merges the old and new ideas for his powers. Bit more on that later.

-And, can't believe I didn't note this at the beginning, but did ANYONE see SHOCKER beating the three with only a few attacks? Yeah, out of the three good things we got from OMD/BND (Harry's entire characterization since coming back, including American Son, and Mr Negative and the pretty awesome villain things he's done being the two others) was that many previously joke villains became real badass villains. A great way to make a great villain is to get an existing, not so great, villain and give them man cards. That way, you can't make a mistake and end up hyping up a new guy to be awesome and end up not living up to the hype (Say for example, Skorge was hyped as 'making Raam look like a push over'. And while a Darth Maul type weapon with twin chainsaws is awesome and he does some pretty cool things, Raam walked down a boardwalk with a massive mulcher machine gun in hand, Krill flying around him and trying to bite him with him not only unflinched but actually USING THEM TO HIS ADVANTAGE as he approaches slowly, mowing down on Dom and Marcus as they fire explosive arrows at him that don't really effect him as much as they should. Skorge really didn't live up to that hype. Alternate, non-villainous example, Saints Row The Third was hyped up as being the crown jewel of the franchise, and it felt like an early released Beta with the plot of a badly written hate fic, but more on that later) while if you're just giving an old guy man cards, he's not 'being hyped up as dangerous and awesome', he's being hyped up as 'finally grew a pair'. Shocker was nothing but a joke before hand, so giving him better gauntlets and having him do some pretty awesome feats is a great way to make a cool challenge. Same with Toad in the fourth chapter, total joke, give him a fancy suit, then he becomes a challenge. Of course, at the end, you kinda wanted to cry for him when he gets betrayed like that, don't you?

-I wanted to get another chapter of my X-Men story up before this, but Writers block has hit it, just as I've got a cliff hanger to deal with in it. This could have been up faster, but writers block briefly hit this as well, which was then coupled by me being overworked at college with at least three assignments also needed that I can't get done from some kind of 'science block', and then I briefly had a bout of serious depression. Not like, 'damn it I hate this world' depression, I mean, full blown 'Why does the world suck so bad, and what did I do to deserve this?' level, sleep loosing, depression.

What brought it on? A number of things. One, I got Saints Row 3 the day it came out, first time I've ever done that with a game, and got all excited about how good it was supposed to be. I thought I'd really enjoy it, and while the game play is fun and it has a lot of awesome moments, the actual story, combined with things they didn't tell you during the announcement of the features, made me get really saddened. Why? What happened? Well, read Wikipedia's summary of the plot. It's just plain bad, and when you were looking forward to it and desperate to play it, only to get seriously pissed off at the treatment of your favourite characters, leads to a newfound level of pessimism. I'd only recommend getting it for the game play, not the story or characters. At most, a 'play it for a few days then return' title or a 'wait until its cheaper' title.

Then, when I'm emotionally at rock bottom, I need to work on three assignments, with one I didn't even know about, while unable to physically answer the questions becausse the VLE resources don't help at all, and then temporarily loosing my memory stick which has all my college work, all the art requests I've done for DA, and all my previous fanfic chapters, including this then-unfinished but nearly completed chapter, with every possible event running through my imagination. Luckily, the person who found it handed it in instead of pocketing it, and when the computer lady said they haven't found it, she meant they haven't found one TODAY, and that they found mine yesterday but misheard what I said.

Still, it cost me money to go to college during my day off when I was trying to save my money. Wouldn't be a problem if EMA didn't get cancelled, but evidently David Cameron is a firm believer that the rich should stay rich, the poor should stay poor, and the working class families should be denied the right to education support. Word of advice for politicians, instead of cutting the budget from places its needed, like education and army spending, try looking at the amount of money you're claiming for yourselves or the amount being paid to make Wayne Rooney run around and kick a ball. Cut those budgets and we could afford EMA and pay to beat the Taliban, allowing both me to study forensics without it forcing my parents to take extra shifts and cause me to feel like a leach, and let my friend Barry join the army like he's been planning to since he was, for lack of a better word, a nipper. Wait, I'm getting political here, I'm going to stop now.

-And, your honest opinion, was the scene with Van Adder thinking about the spiders and Globulin Green a bit of an info dump? It's got to have been half a page of a guy's thoughts in a second person perspective, as he thinks about spiders and radioactive drugs.

-For Tinkerer, I went through a change of plans on how to portray him. He appeared in a cameo in the chapter of my X-Men story where Spidey first guest stared, but I wasn't happy with the, very cheesy, way he was portrayed, and during the big revisal changed that to Mad Thinker. I was thinking of making him a steam punk styled, tech based super villain, but then got the idea for him being a 'high tech arms dealer' who could be the villain for an arc. I decided, why not? And as such, I went with this approach.

-The thing with his powers I got from a reoccurring event in the comics where he'll get sick and his powers will weaken. Doc Ock once unmasked him from it, which was he event to cause Liz Allan to start liking him, and it was one of the things that caused Gwen Stacy to be killed. I got the idea when I decided to throw Kraven in ad I needed to make Shocker a bigger threat, since I needed something to explain why he kept getting hit when he should be able to dodge.


	11. Sometimes I Really Hate the World

Hey, welcome back, again, hope you're enjoying it so far. Note, Gwen Stacy makes her first full appearance here. As she appeared in my other story, with like I've said a drastically different version where she's my universe's version of Firestar, this is more along the lines of Ultimate Gwen. She won't be staying for long unfortunately, this is more of a guest appearance. She'll get a bigger appearance later before the planned time skip and eventually join as a main cast member, but, yeah, Gwen fans, here she is.

And, small note to anonymous reviewer 'spidey', to answer your question, it's a matter of interpretation. If you want to imagine that happening, then be me guest, but before you do, remember they're currently just turning 16, which makes thinking about that only a legal thought in 60% off the world including England and Canada, and a third of the US.

I don't usually reply via A/N, but that's the only problem I have with anonymous reviews, I can't reply with a message. Oh well. Enjoy.

...

"That's beside the point. Mr Gargan killed seven people, three of whom were police officers." Matt Murdock argues in court, as Mac Gargan stands trial for his crimes (literally standing, as his newly regrown tail obscures his ability to sit normally). Considered the trial of the century, if Matt can get a conviction, Gargan becomes the first person to be convicted of Super Villainy, with a proposed sentence of twenty years minimum. "He knew exactly what he was doing, and witnesses have described him as enjoying it as he did so."

"My client was suffering a psychological break Mr Murdock; he was in no state of mind to take responsibility of his actions."

"Then he shouldn't be on the streets! The fact is, he killed people, he caused a large amount of property damage, and he left several in severe conditions. Mac Gargan is a dangerous man, and he needs to be kept behind bars to protect the community!"

"Order!" The judge yells, hitting the gabble against the stand. "Now, Murdock, restrain yourself or I shall hold you in contempt."

With a sigh, Murdock sits back down at his stand, next to his slightly chubby friend.

"You seem tense today." He speaks up, looking at Murdock. "Everything alright?"

"You know Foggy? Sometimes..."

**'Sometimes I really hate the world.'**

...

"Hey, back on the streets so soon?" Spidey quips as he and Felicia drop down, surrounding the man in the cheesy costume. "So Myers, that's a pretty lame costume."

"I'm not Myers, I'm the Boomerang now!" The villain shouts, throwing two sonic boomerangs at Peter, who ducks one, but is hit by the other.

As he flies back, Black Cat leaps and kicks Myers into the back off his head, knocking him face first into the curb.

"Look! Its Spider-Man! Waste 'im!" Two gangbangers start firing at Spidey as he swings, catching him in the arm to make him fall as Cat hits the two of them with a grappling claw, taking their guns out of their grasp and hitting them with it.

Spidey tries to dodge the runaway truck, but is hit and knocked into a lamppost as Felicia climbs into it, steering it away and parking it.

The two dive off of a building and get ready to swing, only for the strain to cause Peter to pull his arm muscle and nearly fall down twenty stories.

...

"Oh, Ok. I, I think I, I might be sick." Peter stops as he returns home with Felicia, coughing every break. "And its, its messing with, with my powers."

"Really? I never guessed." Felicia replies, placing a hand on his head. "Maybe you should take a break."

"I could, or I could make something to mimic my powers and not worry about it. Maybe a metal suit of armour, that will allow me to fly, and wields flame throwers." Peter jokes, remembering the similarly described individual on the news story last night.

"Ok, first of all, I watched the news too, I saw that Iron Man guy save those people from the hijacked plane, so that's not that funny. Second of all, that Iron Man guy isn't that cool."

"He's a guy flying around like a rocket with some kind of yellow coloured iron armour and fighting bad guys. That is awesome; I'd love to use that. Imagine how it works, how does it fuel all the flying its doing, and how does it get enough power to fly like that, or reinforce his locomotion with all that weight, or how he can fly so high without freezing over, or-"

"Stop nerding out. It's that kind of talk that makes Flash put your head down so many toilets."

"Fine, but Iron Man is still cool. Maybe I should look into him, try and get him to join our super hero club."

"Yeah, and you can do that, when you get better. Go, take a rest, do homework, don't go to school tomorrow, and just crash out here until you get better."

...

"You're not wearing that dress." George Stacy tells the teenaged blond before him, dressed in a short, punk-gothic dress with matching makeup as they stand outside some changing rooms.

George considers himself a tolerable guy. He can tolerate being spat at, the insults and disrespect he gets every day as a cop, and when militant creationists and militant evolutionists refuse to give any respect to him as a man who believes both ideas. But the one thing, he cannot tolerate, is his daughter's dress sense.

Recently, Mayor Fisk has organized a charity ball for the rich and glamorous to raise money for research into medical breakthroughs. As George's wife and daughter have briefly returned following Cletus Cassidy's latest conviction-something he needs to thank Matt Murdock for at one point-, his wife was invited to the ball due to her cancer research. Another downside to marrying a woman smarter than you, she gets invited to shindigs you don't want to go to, and you have to help your daughter pick out a dress for it.

"What's so bad about it?" She retorts, looking it over. Grey, spider web-like felt forms the dress, with enough to make it black, while long chains are wrapped around her arms to make sleeves.

"Well, you look like if you got wet, you'd melt."

"Then I'll just have to be careful not to, wont I?"

"Just pick a different dress. One without metal."

"God, you're such a fascist sometimes." His daughter replies, turning back to get another dress to try on.

She's only been back two days and she's already calling him a fascist. A new record.

She steps out again, in a similar dress, but a longer hem and no metal sleeves.

"Any better?"

"Yeah, now you look less like a witch, and more like one of those emo kids. Can't you were something, you know, not black?"

"Yeah, my socks are baby blue." She smirks to him. "That's something I'm wearing, and they're not black."

"You know that's not what I meant. Er, and they said they get easier when they're older."

"Well obviously they lied."

"Yeah I-" Stacy stops when his phone rings, prompting him to take a moment to answer it. "Stacy. There's a what? Damn." He looks to Gwen as she looks back, confused. "I'm sorry I have to leave, a couple of lunatics are holding up a bank."

...

"Alright, everybody stay flat against the wall!" An armed gunman, wearing a hockey mask, barks to the bank hostages, forcing them to stand against the glass wall in front of the bank, outstretched against the wall to cover what's going on inside. Two stand, aiming their weapons at them, as others stand around the vault, ready to take it away.

"So what's the plan, how do we get the vault open?" One asks, as they watch the others set up some equipment.

"We don't, not yet." The leader replies in a thick, Russian accent, wearing a thicker coat and currently maskless, showing off his large scar over his right eye.

"W-what?"

They watch as the others cut open the ground with lasers, burning up and opening the underneath ground. They attach metal wires to the vault, lowering it into the subway bellow. A courier train, hijacked for this, waits bellow as the vault is attached to it, allowing the others to hop onto it and ride off, leaving just the leader and the other man.

"Wait, they're leaving, what do we do?"

"Well, you." He holds out his gun, shooting him. "You take a fall."

The leader peals back his face, showing underneath a pale white, almost ghost like face, as he removes his coat to reveal civilian clothing underneath. He pulls out another face mask, placing it over himself to make him look like a normal hostage. He places the old mask over their face before he throws the fall guy into the train hole, along with the gun and other equipment, save for a pair of handcuffs.

He whistles, causing the ones guarding the hostages to abandon their posts, both taking a hostage each, and enter the hole, as he handcuffs himself inside the room. One of the two hostages are knocked unconscious and left handcuffed to a rail, while the other is taken with them.

Finally, he presses his face against a wall to make an indent on the mask, before squeezing some fake blood over the 'wound'.

Then, it's only a matter of time before the other hostages realize they're free to go, all moving to the escape to get out of there...

Only for the entrance to blow up and kill most of them.

...

"Robbie! You're back!" J Jonah Jameson greets his old friend, Joe 'Robbie' Robertson, a tall and broad man with dark skin, aged features, and balding grey hair.

"Yeah, I see that. How's everything been since I left?" they reply as they take their jacket off and place it down on a chair.

"We got a super hero running around dressed like a bug, Daredevil and Moon Knight have been given pardons, and the Black Cat turned good." Eddie tells the returning editor from the corner, before noticing Peter entering from the elevator and approaching. "Oh yeah, and my little buddy from High School Peter Parker started freelancing."

"A high schooler?" Robbie tilts his head, turning to see Peter. "Wait, I thought you hated teenagers Jonah."

"I do, but the kid can get better pictures of Spider-Man than anyone I've seen, and he can't even drive yet."

"It's not that hard." Peter chimes in as he joins them. "In fact I have more for you right now."

Jonah looks over the handful of pictures after taking them from the young brunette.

"Are you taking them with a web cam or something?" Jonah asks as he looks over them. "These are terrible. I'll buy six of them."

"So, you're this Peter Parker I've heard about? Joe Robertson, nice to meet you." The older man tells him as he shakes his hand.

"Actually, we met before. I gave your son tutoring lessons last year, I was the tiny guy who tripped over your curb, remember?"

"Oh, yeah, now I recognise you. Yeah, you got my son through science."

"Yeah, this kids a real genius." Ned Leeds joins. "You know he told me how little chicken is actually in a chicken McNugget? He's like a genius little brother to me."

"I am? But, we've only spoke twice, for about thirty seconds each time. You don't even remember my name."

"Sure I do Patrick, its Patrick."

"No, it's Peter, Peter Parker."

"Really? Parker? Isn't that the weird Italian martial art about getting away faster?"

"No, that's Parkour. And its French." Eddie points out.

"Oh, yeah. Hehe, Trust the French to make a martial art to run away. Am I right?" Ned laughs to himself, looking at the others, and seeing no response. "Oo-Kay... I'm a, just ghonna go some place else."

"He never changes." Robbie laughs a little as Ned leaves, before turning to the others. "So, are we reporting on that charity ball?"

"What charity ball?" Eddie asks.

"One being held at Mayor Fisk's place this weekend. We're going for the free food, and reporting on the whole shebang. That Stacy's are ghonna be there, and the Osborns, and the new DA, and that Stephen Grant guy, and just about everyone who's everyone." Jonah explains to Brock as he walks a little past him.

"Oh, so I suppose you'd send someone professional to go there, right?" Peter asks out of curiosity.

"Actually, you'd do fine. Flash them a reporter badge, 'n you and a friend can come and take all the pictures I'd need."

"But, I don't HAVE a reporter badge. I'm just freelance."

"Right, right. Hey, Brant, print Parker out a Daily Bugle press card and get it laminated."

"So, Do I get paid extra for this-" Peter stops to cough loudly, clutching his chest.

"Wow, you sound worse than Jonah does." Robbie laughs. "You Ok son?"

"Yeah, just a little sick today."

"Then take a rest." Jonah tells him while lighting up his cigar. "Go home, take a break, and don't come back until you're healthy enough to tail that blue and red menace more. Go on, go, I'll even pay you sick leave. Brant, sign out a check to cover sick leave."

"What about the ball?"

"You'll be fine by then, but until that, Brock, you step up your game and get Parker quality shots of this freak."

...

"What happened?" George Stacy asks as he arrives at the scene, with broken glass and debris everywhere.

"They dug underneath to the subway and took the vault away with a train." Officer Carter explains as they enter the site, with CSUs everywhere, analysing the evidence. "The one witnesses identified as the leader was found lying, shot, by the tracks. Looks like his gang turned on him. They took two human shields with them and left 'em handcuffed around here; they're getting checked now by paramedics."

"What's with all the debris?"

They rigged the doors to blow the second someone opened it, and when the hostages realized they were gone, they tried to get out, and were all killed in the blast. These assholes had to let them think they were safe before killing them."

"Damn. What about the two survivors? They talking?"

"Ones still unconscious, he's being taken as we speak to the hospital, and the other's still here."

"Good, talk to him. See what he knows. They had to let them live for a reason."

"What about you?"

"I... Have to go help my daughter pick out dresses."

"Oh... er, ok then."

...

The ambulance drives down the street, taking a left to the hospital.

As they drive past a small group of people, the man in the back opens his eyes, carefully moving up towards them.

They stab them both in the neck with two syringes to knock them down, with the mysterious man taking control of the steering wheel to calm the vehicle as the two drift into mindlessness, temporarily oblivious to their surroundings. The man in the back gets out, watching as two of the gang pull the other hostage from their hiding place, throwing him to the curb. The leader grabs his head, before hitting him hard against the curb to knock him out and placing him in the back of the still moving ambulance, taking off his binds and attaching him to the equipment.

The group leave the scene as the still drugged paramedics lose control and crash, with the gang entering a small subway entrance where their stolen train waits. They all board, waiting as it restarts and takes them out to an uncovered point in the track, where a helicopter starts to fly above them, connecting several wires to the vault.

The leader climbs onto one of the wires, turning back as the other members of the gang stand bellow, looking at him.

"You all did well." He announces, his voice distorted by the voice changer still attached to him. "But, we can't afford any loose ends."

He drops a small device down, which quickly sprays gas around them before igniting it, setting each one on fire as the helicopter flies away.

...

"So, this ball thing, you're taking me right?" MJ asks Harry as they stand in a fancy clothing shop, looking for clothes.

"Yeah, since I ain't too close to Hobie much, and Peter will be going with the Bugle. Plus, it's driving my dad crazy to have to walk you around and pay for things."

"Harry, what about this one?" Norman asks as he returns to his son, holding a dark purple blazer.

"That's the... same colour as your suit. And the last suit you held up. And the one before that." MJ points out, chewing a piece of gum as she does so.

"And I wasn't asking you. Harry, what do you think of this one?"

"Meh, shoulders kinda pointy. And it looks a little square like."

"That's a sign of power."

"I thought it was a sign of evil?" MJ questions.

"Yes well, no one asked you. Why don't you just look around a pick out whatever clothing you want?"

"Whatever." MJ smiles as she skips away, looking around for clothing.

"I don't know why you hang out with that girl."

"Because, she's funny, and cool. And for two years she was the only girl who WOULD hang out with me."

"Whatever you say. But if she comes back wearing something stupid or overpriced I'm not paying for it."

As MJ browses around the isles, she stops at a row of dresses, looking them over as a blond haired goth girl stands not too far, looking through them as well.

"Looking for something in particular?" MJ asks the other girl as she continues looking, apparently distasted in the choice.

"Oh, I need a dress for that ball thing. Do you have anything in black that I can get before my dad comes back to shoot it down?"

"Oh, I don't work here, I was just making conversation."

"Oh. Well, do you know if they have anything like that?"

"I don't know, this is the longest I've been in here without getting thrown out." MJ replies as she notices the police detective approaching them.

"Gwen, sorry about that. How's the search?" Detective Stacy asks his daughter as he returns to them.

"Nothing here I like that you won't say no to, so not good."

"Of course." He sighs, before looking at MJ. "Do you have anything that she'd like that doesn't encourage self harm?"

"Why do people keep thinking I work here? I'm not even wearing a uniform."

"Sorry- Wait, I recognise you."

"I swear that was a misunderstanding. The shoes just fell into my bag. And I was twelve anyway so I don't think it should keep being drag-"

"No, not like that. You're that, that kid's friend. What was his name, Peter P-"

"Peter Parker? He's my neighbour. He takes pictures of Spider-Man."

"Really?" Gwen questions, getting a quick nod. "So, does he sell them to newspapers or does he just keep a collection of them on his wall?"

"He used to, but the wall ran out of space."

"...Ah, Detective Stacy." Norman Osborn greets the officer upon noticing him. "What brings you here?"

"Shopping for dresses. It's not nearly as good as it sounds."

"Well it doesn't sound good in the first place."

"Exactly." He replies as he rubs the back of his scalp.

"So," MJ speaks up, while smiling awkwardly. "Anyone know where I can get a dress that's luminescent green?"

...

Peter sits, alone on his sofa, skipping channels. Was his life really this boring before he became Spider-Man?

Apparently so.

Then, to claw him out of his boredom, he comes across the news channel, with them reporting on the incident from earlier.

"Oh my..."

'...It has been confirmed that there's only two who survived the attack, one of whom later died on the way to the hospital when the ambulance crashed.' The newsreader explains, as they flip to show the bank. 'I warn you all now, the following scene contains images that may disturb some of you, including dead bodies.'

"I think I'm going to be-"

'The leader of the gang was found, apparently betrayed by his followers, with his face hidden with a latex mask.' They reader explains as it shows footage of the police officers taking the mask from his face.

"Wait a minute." Peter rewinds the news with the TiVo remote, replaying the image twice. He gets up to find his phone, flipping it up and dialling speed dial.

"Hey there." Felecia says to him as she answers, currently in the middle of beating up two muggers. "Miss me or did you just want to hear my voice?"

"Cat, you need to head down to the bank, something's up and the police are about to make a mistake."

"Excuse me? Which bank?"

"The one near the Stark Building."

"Ok, heading there now." She flips up, kicking both men in the throat as she clings onto a fire escape, pulling herself up and scaling the building before swinging away. "So, how long do you think you'll be out of it?"

"Optimistically, a few hours. I've gotten better, even if my powers haven't came back yet. Unless they're just getting stronger until eventually turning me into an eight limbed freak."

"You're joking right?"

"Yeah."

"Good, because I'll break up with you if you start growing more arms."

"I'll promise not to then. Are you there yet?"

"Just about." She swings down and spins, landing on all fours before getting up to look at the scene. "Jesus, why'd you send me here?"

"To prove your faith." He laughs. "Nah, they've falsely identified the leader of the gang responsible and you need to tell them that."

"Ooh-Kay." She looks around, finding the CSUs looking over the body as she wanders into the vault. "Hey, excuse me, Mr nerd cops."

"We have names." One replies while glaring, only for the other to laugh.

"Yeah, and I don't think anyone cares. How can we help miss?"

"Er, that guys not their leader." She tells them, getting a confused look from the two.

"Ok, do you have anything to confirm that or is it women's intuition?"

"I have a boyfriend, who's a big, one of you types, and he's on the phone right now." She throws the small cell phone to one of them, who open it and listen.

"Hello?"

"Hi, CSU person, I'm Spider-Man, the Friendly neighbourhood, Amazing and Spectacular one, and I'm watching this at home right now because I'm sick. But, I noticed a few things wrong with the identification thing."

"Ok, explain."

"Well, for starters that's Tom McFarlane, a low level who's pretty dumb, and couldn't lead an army of ants to a piece of food even if he had GPS."

"Could've gotten smarter."

"True, but also, the bullet wound looks like a 9mm SMG, which was the gun he was found with."

"Could have been multiple guns, or they could have discarded their gun and took his."

"Yeah, but here's the kicker, that Latex mask, those are the ones that stick to your face, so that everything you do, the mask does, right?"

"We think so, yes."

"Well, look carefully at the way his face is and look at the mask. His eyelids were closed, the mask's were open. His mouth was open, the mask was closed. It was put on post mortem, he wasn't wearing the mask when he got shot, and if the CCTV footage they're showing is right, he was wearing it during the heist. You could say he took it off before he got shot, but why would they even bother putting it back on afterwards?"

"That-Ok, you have a point, we'll look into that." He closes the phone, throwing it back to Black Cat. "You're boyfriend's pretty smart."

"Yeah, I noticed." She replies, turning away as she gets ready to leave. Sure, when sick, Spidey powers go to sleep. But the one thing Spider-Man always has, is the brains of Peter Parker backing him up.

"Anything else you want to tell the police?" She asks as she begins to leave.

"Yeah, tell Carter and Dewolff that the colour of the bits of fire left from the explosion mean that the fuel was butane based, not ethanol. And that, the amount of debris also looks like it may've doubled as a claymore."

...

"Robots?" Tinkerer asks the man before him as he sits inside his new workshop, placing together a strange device.

"Not Robots, Androids. There's a difference." Replies another as he stands in the same room, watching him as he works on it. "And I want them to be able to morph into other forms."

"You want shape shifting androids? Are you making the next Terminator movie or just bored?"

"No, no, this is nothing to do with my work, this is for revenge. I have been wronged, my life's work desecrated, my reputation mutilated, and my-"

"Please shut up. I don't care, and I'd proffer to work without having to listen to your sob story Quinton."

"Please, I am no longer merely Quinton Beck." The man insists, as he turns into the light, revealing his neatly groomed brown hair and fancy clothing, as if trying to make sure he gets all the attention in the room. "That man died the day the film died. No, I am reborn, remade, respawned. From the fiery gates of the Underworld and the violent pools of Valhala, I am a new being. I am an enigma, a riddler, a being of secrets. I am a Mysterio-"

"I said, Shut, Up." The elderly weapons dealer interrupts once again, as he finishes the device. "Here, put this on."

The man holds up the device with a questioning glance, before slipping it onto his wrist. He looks over it, noting the computer like design of the device. He presses a few switches on it, causing nearby computers to fizzle with static. He presses another, before all computer devices, from cameras to USB sticks, to upload all their information onto the device, providing him the means to access any data he wishes.

"What is this for?"

"Sabotage and control. This country doesn't store all its money in gold and paper. Walk past an ATM with that thing on your wrist and all the bank information typed in within the last eight months will be downloaded onto it. But, that's just one thing. You'll control all your robot-androids with it, and you'll be able to control this special effects crap-"

"Illusions, they're illusions. I am a man of illusion, not a mere SFX guy."

"You're also a man of something else, and it rhymes with illusion and starts with a d." Tinkerer mumbles under his breath, as he returns to working on his projects. "So, for reference, what do you want these things to look like?"

"Like... Aliens. Space aliens, from outer space."

The Tinker glances at him once at that sentence, before rolling his eyes. Quinton Beck is imaginative, but hardly the sharpest knife in the set.

...

''Er, boss? You may wanna look at this." Calls a random thug to the half disguised bank robber, as he turns to watch the news footage on a small TV.

'...While authorities originally believed the man found dead at the scene to be the ringleader, the local hero, known as the Friendly Neighbourhood Spider-Man, pointed out how the mask used by the ring leader to disguise his identity appeared to have been placed on post-mortem, and that the man found was likely a fall-' The TV is paused on an image of Spider-Man, looking at the camera with his usual blank expression.

"Spider-Man?" The pale skinned ringleader questions slowly, his voice still distorted by the voice changer on his throat.

"He's some local vigilante, supposedly does whatever a spider can or something. He can shrug off bullets like they're paintballs, and can punch through steel." Another thug explains. "And, he's got one hell of a mouth on him. You know he called my momma stupid the other day? My mom raised me from the cradle by her self, all the while working three jobs and getting a college degree. Now she runs her own business and is one of the most successful people in this city. She even got me two invitations to that ball thing at the weekend. So, he don't have the right to go around talking $&!£ about my momm-"

He's cut off by two bullets to the skull.

"Jesus Christ man you shot him!" A thug shouts as he jumps away. "You did that just to shut him up?"

"Not just." The man kneels down before the body, taking the two invitations he mentioned from his pocket and handing it to another. "Check for microchip identification and the usual. Then, make more. Don't be stupid and make them all the same, look for any differences between the two tickets, then make sure the copies vary by those details as well." He gets up, before turning to another two. "Get to work on making a mask of him. And then, make a mask of someone else. And a full costume."

"Of?"

"Him." He points to the TV, motioning towards Spider-Man.

"Got it Chameleon, we'll work on them now."

...

Later that week, at the ball event, Peter and his friends attend, dressed up in their best clothing.

"...So what you're saying is, the drinks are non-alcoholic?" MJ asks Norman Osborn while there, with Norman clutching his nose from being surrounded by a bunch of teenagers.

"Not since Tony Stark attended the last big event and got so pissed out of his mind he made a pass at the Mayor's wife."

"Oh, I heard about that. Didn't he get to first base?"

"I don't know what that means. Now, I'm done talking to you. Please go away."

As MJ pouts at him, behind her Peter coughs a little, with Felicia standing next to him, both dressed up in the best clothes they can afford.

Unfortunately for Peter, former jewel thief who've earned multiple millions worth of cash in their career can afford better clothing than those who've grew up in a household that has been struggling to make ends meat for years.

"Are you sure you're OK? You're still not back to your full self." She asks him, a questioning glance over her face directed at him.

"I am, completely." He replies, smiling awkwardly. "That was just a bit of my drink going down too fast. And about the whole full self thing, I'll be back to 100 percent in no time."

"Ok good, because I'm not waiting for you to get better for long."

"Didn't expect you to." He laughs, before noticing detective Stacy approaching them. "Er, I think you should probably hide or something. Detective Stay's approaching, and I'm pretty sure he knows what you look like."

She quickly glances to the side, looking at the detective in the corner of her eye, before walking away.

"I'll be outside."

"Ah, Peter Parker." Detective Stacy announces as he approaches him. "I've been meaning to speak to you."

"Er, Detective, Stocky was it?"

"Detective Stacy, but, just call me George. How's your aunt?"

"Great, she's doing fine."

"And you?"

"Same really. I've got a job to help pay the bills, got a girlfriend, and moved on with my life. So, what is it you wanted to talk to me about?"

"Its about that actually. Do you know anything about Spider-Man?"

Peter pauses, possibly for too long.

"Erm, er, Spider-Man? Th-The wall crawler? That idiot in spandex, running around and making normal people look bad? What about him?"

"Well, I understand that you're the only person who can get a decent picture, so I was wondering if you knew anything about him."

"Well, sorry detective, in case you didn't check, the newspaper I work for is extremely anti-Spidey. I'm just a kid who gets lucky. Besides, the guys a freak anyway. He once threatened me because I kept following him around, the jerk."

"Hey, I got your drink." Gwen tells her dad as she joins him, before noticing Peter. "Er, hello."

"Ah, Parker, this is my daughter, Gwen. Gwen, this is Peter Parker, the guy who takes pictures of Spider-Man. You spoke to a friend of his a few days ago."

"Y-you did?" Peter asks, as he looks Gwen over. A little taller than MJ, but shorter than Harry and Felicia. Blond hair, that looks like gold, and matching her crystal like eyes. Somewhat awkward looking, apparently either unwilling to be here or nervous. Do girls get nervous around guys as well? Huh, he always thought it was just a thing about boys.

"Yeah, er, a red headed girl who's constantly happy?"

"Oh, MJ. Yeah, she's my neighbour."

"I know, she said. So, you take pictures of Spider-Man?" She looks at him as he starts to act awkward, scratching the back of his head. He looks like your average nerdy teenager, but, there's something, something she can't quite put her finger on about him.

As they awkwardly try to converse, Detective Stacy notices a few other figures entering in a group from the entrance, and moves towards them.

"Hey, a friend of mine just walked in. So, you two just talk while I go speak to them." He tells the two as he leaves them, walking towards the blind DA talking to a reporter.

"...So while I can't talk about the case in public Mr Urich, I'm confident we'll get a conviction and be able to put a scumbag like Gargan behind bars." Murdock says to Urich as they talk, before noticing the approaching Detective. "Detective Stacy, Didn't expect to see you here." He greets him, both laughing at his choice of words.

"Well, the family's in town, so I didn't really have much choice. Mr Urich, nice to see you too."

"Likewise detective. But, do you mind if I ask why you were just talking to one of my photographers?"

"Oh, Parker? Oh, just checking up on him. I dealt with his Uncle's murder. Figured I'd introduce him to my daughter so she at least knows some people around here to tweet with and all that crap. Why?"

"No reason, I just noticed and was curious."

"So, Urich, I've been following your story on the Kingpin. Do you really think one man could be responsible for that much crime?" Murdock asks, changing the subject.

"Well, its a little far-fetched, but we have guys dressed as spiders, demons, and a miscoloured Batman with a hood all working together to fight crime, with others flying around in battle armour. I personally wouldn't be surprised if the Kingpin was an alien trying to infiltrate and invade the world."

"But, every rapist, mugger, killer, all doing it because of one man?" Murdock continues, feigning scepticism as he does so

"Ah, you misinterpreted it. He's not causing the crime, he's protecting them. He charges the criminals for protection against the law and foots the bill for legal aid."

"Oh really? Well, knowing that, he'd probably be someone with a lot of power. Like a..." Murdock trails off as he hears footsteps approaching, turning and moving so that a large frame can walk past.

"Ah, Murdock. How's my favourite lawyer?" Mayor Fisk asks as he joins the group conversation.

"Good, could of done with a more to drink, but I'm fine." Oh, and he could really use some painkillers right now. Like, a lot. But, if he said that, he'd sound like an addict.

"And you too Detective, and Urich."

"Nice to see you too Mr Fisk." Urich replies as he looks up to the imposing man in front of him.

"What's the matter? Still not accepted that I'm mayor? After all, it was the Daily Bugle that ran all those smear campaigns last year, so it must really, boil your blood to see me on all those podiums."

"Yes, we did, but you're the one with the shady background, and, and how you just exploded onto the scenes when nobody had ever heard of you until you pushed them off the list of richest philanthropists."

"Really? That's why you ran all those stories? To think, I thought it was because I'm black."

The two look each other down, with Fisk smirking while lighting a cigar and Urich trying to repress a glare.

"At the end of the day though, It was all politics. You're a republican, The Daily Bugle's a Liberal paper."

"I figured as much." Fisk laughs, as he turns to watch more joining in their group of people talking. "Oh, look who it is. Mr Grant, it is a pleasure."

A brown haired man approaches them, with a medium build, a square ish head, a clean shave and wearing a dark black jacket over a white t-shirt, not the most formal of wears, with dark sunglasses hiding his eyes.

He looks at Stacy, who doesn't appear to recognise him. Good thing its hard to recognise someone after a shave, and quick and clean change of hair style.

"To you too Fisky." The man replies, smirking like an idiot as he does so. "So, how's everyone enjoying their drinks? Anyone need a refill."

"No thank you Grant, we're fine." Murdock replies, as he can't help but feel like he's met him before. He doesn't recognise his odour, but with so many people around he can't track one person's odour down. He can tell by the sound of his voice that the accent's fake, but after reading what he has about Steven Grant, that's not a surprise. As one of the shallowest men in New York, he's not someone to really suspect of anything as he's probably too stupid to know how to plan anything illegal. Still, he pays his taxes, donates money, and is at least somewhat philanthropic, so he can't really say anything against him.

Oh, and he's just playing stupid, when in actually fact he's Daredevil's close ally Moon Knight, but Murdock can't tell that due to the conflicting odours.

"Hey, you're that, reporter guy. Yeah, I read that story on Moon Knight you wrote. That guy is one crazy asshole, isn't he?" Grant says to Urich, trying to start a conversation.

"Well, yes, but its not like he's the only one running around, dressed like an idiot and beating criminals to a pulp." He replies simply. "Oh, that actually reminds me. I understand your company recently went into business with Mr Fisk, mind if I get a few words on that?"

"Not a problem man, so long as you don't make me look stupid or anything."

"That might be hard." Murdock mumbles, as Urich turns to Peter, calling him over.

"Hey, Parker, come over here. I need you to take a few pictures of our friends here."

"Er, no problem." He joins them, fumbling with the camera in his hand.

"What's the matter? You look like you've never held a camera before." Grant jokes, as Peter manages to turn it on. "I thought you were supposed to be a good photographer. Aren't you the guy who gets the pictures of those freaks?"

"He is?" Fisk questions, taking an interest in it. "So, you're this Peter Parker I've heard about. Wilson Fisk, pleased to make your acquaintance." The larger man shakes his hand, noting how tiny he is. "Huh, strong grip you have there."

From a distance, Felicia watches the group, glaring. Oh, how ironic it would be if Peter knew the truth about the supposed philanthropic mayor. Maybe she should have told him that before.

After a few minutes, a few questions, and a few drinks, the group of faces disperses, as Mayor Fisk moves to relight a cigar.

"How can you even keep a straight face?" Felicia asks as she confronts the man, who smirks upon hearing her voice.

"Well, well, well. Felicia Hardy. Black Cat. Didn't think you'd cross my path again, not after what happened to Manfredi."

"Seriously, Urich, Murdock, Stacy, Parker, Grant? All those people, all good guys, and you were shaking hands like you were one of them. How, how can you even talk to them and not laugh at them, when they stand around, talking about how great they are."

"Well, Urich you have to make your words carefully, Parker's just some kid, Grant's an idiot, Stacy's an old dog, and Murdock, wouldn't be a problem if I didn't make him DA. How is it, that the blind lawyer, from Hell's Kitchen, is somehow able to put half my boys behind bars? I only gave him the job because I thought he'd be terrible at it. But a man who can't even se his own reflection, can somehow see a man's guilt, and will make the world see it too."

"Well, good thing he hasn't seen yours yet, has he?"

"No, not yet." He laughs a little. "Is this why you didn't join in, so he couldn't see yours? Theft, murder, betrayal, and hypocrisy. You're lucky you're not a religious person, or your god would be pissing himself because of you, and what you've done."

"That was before. I've changed, I'm not like you anymore."

"Please, you make me sound like a villain. I'm not a bad man, just really smart."

"If you're so smart than why do business with an idiot like Grant?"

"To take his money, really. Besides, you're the one going to public school like a normal teen. You could probably rob every classmate blind, and yet, you're hanging around with kids like Peter Parker, Mary Jane Watson, Harry Osborn, Hobie Brown."

She lowers her eyebrows towards him.

"What? Don't ya' think I'd keep tabs on you? I know everything about your new life, your new friends. I know how, Hobie's mom's sick and he needs money to pay the bills. How, Harry Osborn's been rejected from the soccer team he tried out for, and got an F on his last English test. How, Mary Jane's home economics project is two weeks past the due in date and she hasn't even started it. How, Peter Parker got a letter from the man who killed his uncle, requesting he visits him in jail, or how, he hasn't been to school in the past few days. Hehe, Tell me, does Parker know that his girl' been two timing him with his bread and butter?"

"What." She says flatly. Now, its her turn to resist laughing. Criminal mastermind Wilson Fisk, has been spying on Peter Parker, and he doesn't even know he's Spider-Man?

"Don't deny it, my boys have seen you with Spider-Man. No way are you two just good friends."

"Ok, maybe I am. But, maybe next time I see either of them, I might just mention what you're really up to, where you make your deals, the like."

"Go on, do it. And I'll tell everyone I know where to find the Black Cat. Wouldn't want some psychopaths like Bendis and Slott getting their hands on the little photographer, or his aunt. Or any of the kids at school."

She sharpens into a glare, as he laughs at her.

"So, I think we can both agree to keep our mouths shut, can't we?" With a final puff of his cigar, he turns away, laughing a little to himself as he does so. "Oh and, nice dress."

She looks angrily at him, before shaking her head and returning to Peter and his friends.

"So, how's the food?" She asks them as she joins them, taking her own plate of food.

"A little plain, not all that good." Peter replies. "So, how's your night been?"

"Boring, like, really boring. I wish I could just ditch it and go find criminals to beat up." She laughs, as Peter makes note that no one else is paying attention.

"I know the feeling. I'd like to get my powers back before I go insane from boredom. But, it could be..." He tells her, but slowly stops when a ringing sensation starts. A slow, almost nonexistent ringing, in the back of his head.

"You Ok?"

"I-I think my Spidey sense is com-Get down!" He dives forward to tackle her, Harry, and MJ out of the way, as the doors open to gunfire, scattering the entire crowd.

"I knew it, I knew you were a menace!" JJJ announces, not moving despite the gunfire, as he stares at the man in front, wearing a red and blue uniform decorated with webs, while standing alongside a small army of thugs.

"So you did, who gives a crap?" The 'Spider-Man' replies, pointing a gun to him. "But, instead of acting out, why don't you all do as I say, and you might live. So, down on your knees, hands behind your head, and..."

"Who do you think you're talking to! ? I'm the Editor in Chief of the Daily Bugle, not some feeble suit. If you're going to talk to me like that, you're going to have to earn it!" JJJ cuts him off, refusing to backdown as everybody else does.

"Do you have a death wish? I could £^&ing kill your any time I liked. Hell, my boys here could do it." The fake Spidey insists as he places the gun to his forehead, before motioning to two of his cronies to take him down. One is punched in the face, while JJJ tries to wrestle the gun out of the others hand. However, he's taken down when another hits him from behind.

"Scout out, gather the rest of them, then bring them here." The heroically dressed villain tells a few of his men, before turning to the other thugs. "Those on the left guard the entrance. Those on the right can escort some of the guests to the kitchen, then keep them there. I want them all searched for anything of value."

As his men move to do as told, the guests closer to them are taken at gun point by ten or eleven to the kitchen, as Harry realizes something.

"Hey, what happened to Peter and Felicia?"

...

"Hey, what do you think you're doing? Get back to the others!" One thug shouts to Matt Murdock as he walks down a hall towards him, the two alone except for the other. "What? Are you death as well as blind? I said-"

A solid head butt. A kick to the gut. And the front of his gun pushed into his nose take him down and knocks him out. After removing his tie, Matt slips out of a fire escape, before climbing up a fire escape. Luckily, he's only two blocks away from his apartment, so he should be able to get his costume before they do anything.

Meanwhile, as this is happening.

"Hey, Pretty boy, stop where you are, now!" Another thug shouts to Steven Grant as they stop him by a balcony door.

"Sorry man, just needed a smoke." He replies, holding up a lighter and a lit cigarette.

"Yeah, well give that to me and put your hands in the air." As they approach him with a gun in their hand, He sighs, before elbowing him. They reply by shooting him in the chest, taking him down. As the thug leans down to drag him to his feet, he suddenly jumps up, elbowing him in the chest, making him drop his gun, before pushing the cigarette into his forehead, drawing a crescent on his skin before kicking him in the face. He throws the cigarette away, before removing his suit and shirt, revealing white body armour.

"DuChamp, come in DuChamp." He speaks into his watch. "Damn it Frenchie, come in."

"I hear you Marc, sorry 'bout that." Replies a voice on the other line with a notable French accent. "What is it?"

"I need my weapons. Send an aerial drop to my location ASAP."

Within a minute, a white, crescent shaped jet plane flies above the skyline, as a metal pod falls to the balcony, landing next to him. Hitting in the passcode, it opens to reveal the cowl and the rest of his uniform.

And, as this happens.

"What am I supposed to use?" Peter asks as he stands, without his jacket, as Felicia zips up her costume and places on her mask and boots while inside an empty broom closet.

"Just, find something to where over your face. It doesn't have to be anything fancy, just something until you can sneak out and get the rest of your stuff." She replies.

"But, all that's here is a... Paper bag and a pair of scissors." He holds it up. "I'm ghonna have to be the Bombastic Bag Man, aren't I?"

With that, after a few seconds, the two emerge, her fully dressed, him wearing a paper bag over his head with eyeholes cut out.

"Promise me you won't say anything." He asks her.

"Sorry, I can't promise anything."

...

As the group of hostages are split up and placed inside different parts of the kitchen, Norman continues to scowl as two of the thugs try to search his pockets.

"Really, is this needed?" He asks them. "Do you really have no idea who I am?"

"Yeah, you're one of these rich idiots who have too much money." One replies, as the other laughs.

"Not even close. I'm the CEO of OScorp, and I could make your leader a very powerful man if you'll let me talk to him."

"He for real?"

"I'm more real than either of you. Now, if you'll let me talk to him."

"Should we?" As one looks at the other questioningly, they think it over for a second.

"You take him, I'll keep and eye on these kids."

As Norman as escorted away from them, the other guard looks at the two teenagers with him, as Harry looks ready to have a heart attack, and MJ picks her nails as if nothings wrong, leaning next to a counter table.

"You don't seem afraid." He notes, moving towards her.

"Meh, I've been in worse situations, its not that big a deal."

"You're being held at gunpoint by an army of self admitted psychopaths, armed to the teeth and trained to kill, and you don't think its that big a deal?"

"Nope. In fact, I'm more bored than anything."

She laughs a little as the thug appears to take this as an insult, looming closer towards her.

"Do you mind backing it up a little; you're in my personal space."

"Oh, you got a problem with-"

"Oh cool, a frying pan." She interrupts, picking a frying pan off of the counter.

"What's so interesting about a fu-"

BANG!

She strikes the frying pan across his face, then hits down again to knock him out, before pushing his gun so its behind her.

"How did you do that?" Harry questions, shocked at how easily she knocked him out.

"Easy, I watched Tangled. Its the best Disney film since Aladdin." She replies, before smiling brightly. "Now, I think another guy's coming, so I need you to distract him so I can hit him."

"Distract him? How?"

"Just, make a distraction. Its not rocket science."

"But, a distract..."

"Hey! What happened! ?" One of the thugs questions, as MJ hides the frying pan behind her dress and Harry jumps, grabbing a random object from the counter. He looks at the two, before looking at Harry threateningly.

"Er, erm er." Harry sweats, looking around. "DISTRACTION!" He shouts, throwing the object he grabbed-an oven mitt- into the thugs face. He's momentarily distracted enough so MJ can hit him across the face with a frying pan.

"Ok, nice distraction." She tells him, as she removes the guys gun. "Now, pick up your oven mitt and lets go free the others."

Meanwhile.

"Hey, I know you." One of the thugs notes as he passes by Detective Stacy. "Yeah, your the cop that got my brother locked up for assault."

"You'll have to be more specific, I can't remember every scumbag I lock up."

"Yeah, I bet that." The thug laughs, as he turns to his daughter. "This your kid?"

"You take your eyes away from my daughter or so help me god I will take that gun from you and make you eat it."

"Oh, a little overbearing huh? What? Don't like anyone touching your girl? Like this." As the thug reaches his hand over towards Gwen, George rushes, grabs the arm, twists and breaks it, before smashing him against the wall, making him drop the gun. He contemplates making him eat it, but decides against it as he spots another Thug running at them.

"Gwen, go find your mother and somewhere to hide." George tells her as he kicks the on coming thug's gun from his hand and starts fighting with them. The two exchange kicks to the chest before knocking the other to the ground. George punches them in the face, but is kicked hard in his lower abdomen, allowing the thug to get the upper hand and pin him to the floor, before trying to choke the officer.

Before he can finish, a stinging vapour hits his eyes, stunning him and making him let go.

"Get away from my dad!" Gwen shouts, spraying the can of air freshener into his face, before hitting him with it.

As George recovers, he laughs as she knocks him out, before getting to his feet.

"That's my girl." He adds, as he takes their weapons. As other thugs approach them, he holds the guns to them, stopping them in their tracks. "Ok, you are all under arrest." He announces, only for them to lack any fear in him due to their higher numbers, something they loose when a frying pan hits two of them in the head, followed by a third and fourth. With only one of the thugs left, he surrenders.

"Ok, that's all the ones here." MJ notes as she swings the frying pan, trying to look cool... only to drop it and trip over her dress when she tries to catch it. "Owe. Maybe we should get help."

"Good plan. Any of you got a phone?" George asks as he takes the weapons from all the unconscious thugs.

"I've got one." Harry holds out.

"Good, now, call the police, tell them what's going on. They'll work on ways to clean up this mess." George tells them, before turning to the surrendered thug. "Tie him up with something, anything. Same with all his unconscious friends. Tie them all up and keep an eye on them."

...

"Hey, I swear I just-Woah!" With that, the thug speaking is dragged into the shadows and knocked out.

"Hey! Who's there?" Another thug shouts as he fires at the shadow, only for a female form to drop on him, knocking him out.

"You think you're a hundred percent yet?" She asks, As Peter stretches, exiting the shadows. He looks up, and without saying anything leaps up, clinging to the ceiling.

"Well, unless I've now developed unrelated static electricity based powers, then yeah, I'm back."

"Good, I'll deal with all the goons, you go fetch your web shooters."

With a nod and a wave, moves to crawl across the ceiling. He pushes a tile up, before crawling inside to make his way out.

He exits from the roof, looking around. He spots one of the many hidden storing racks for his equipment, before running off the building, diving, and making his way without swinging.

"Funny, my last name is now all the more fitting." He notes, as he lands on a fire escape and jumps off, sliding down a telephone wire down to another building, before flipping up and running towards the top of a building, parkour style.

As he swaps a paper bag for a spare mask, his shirt for a spare suit, his watch for two web shooters, and his belt for his utility belt, he stretches, before leaping and swinging off of the building and returning to the ball.

"Hey, look who we have here." He comments as he swings low, on level with a running Daredevil. "Hey Double D, how's Ed and Eddy?"

"Sup Spider-Man." He replies, leaping forward and spinning. "Aren't we supposed to wait until next Tuesday to meet up?"

"Well, I was kinda just nearly held hostage, so I need to do deal with someone masquerading as me with a bunch of psychopaths."

"Of course. Well, Moon Knight's likely there as well, so we should have help with that-" A sudden, small, explosion of glass and fire erupts from one of the windows of the building they're heading to, cutting him off. "Yes, Moon Knight is there."

...

"So, 'Spider-Man'." Norman greets, laughing at how obviously not Spidey they are as the two meet up. "I understand you want money, right?"

"Amongst other things."

"Well, I have a proposition. I'm the CEO of OScorp, and the Director of a very influential Privatized Military Contractor known as HAMMER. And, I could literally get you anything you want. You could name any third world country and I could get it for you. Somalia, Cuba, China, Haiti, England-"

"England isn't a third world country."

"Please, have you been there recently? Look at the state of the place. But, that's not important. What I'm trying to tell you is, any money you want, I can give you, any weapons, yours, anything you could possibly dream of. All I ask is that you release me and my son... and maybe his friends."

"Alright, I suppose that's a fair deal...Which is why I won't accept. I want something more to release any hostage. I want you to give me...nuclear grade weapons."

Norman's attempt at a friendly smile turns into a death glare.

"I'm a contractor, not a world leader. I couldn't get that even if my name was Nick £^&ing Fury."

His straightened posture turns into a pained crouch as he's kicked in the gut.

"I suggest you keep calm." He states simply. "I am the guy who wrestles super villains on a weekly basis."

"Please, do you really think anyone's falling for that cheap disguise?" Norman barks. "You're obviously just some psycho dumbass who thought a great way to avoid arrest is disguises. After all, Spider-Man? Really? Do you really think anyone other than that overly energetic dumbass editor would believe he'd rob a bunch of people with an army of goons? How frikking stupid are you?"

"I suggest, you watch, your mouth." They place a gun to his temple. "Or else."

"Year, or else he might decide to dress like you. Then all this would get really awkward really soon." Spidey comments as he drops from the ceiling, firing a web line at the fake and removing his mask, revealing the pasty white skin. "Oh, no wonder you dress up."

"Damn." He mutters stoically as he turns to see Spidey holding the mask, before sighing. He takes aim and fires at the wall crawler, who leaps over the line of bullets and tackles him into another room.

As two of the thugs run to help their boss, Moon Knight drops atop them, before turning and holding his twin silver pistols at a few others.

Several try to sneak around, but Daredevil swings into one, back flips and lands on the shoulders of another to take them down.

"You think three freaks can stop us? We've still got plenty of guys around here, ready to take you all out." One of the thugs gloats as Moon Knight forces them to the floor.

"You think we only just got here?" Daredevil questions, as the thug looks up to notice half of them are all webbed to the ceiling. Several more are kicked into the room by Black Cat, before two or three more are lead in, by George Stacy.

"All units." The Officer speaks into Harry's phone. "Move in."

"Oh, this is just perfect." One of the goons bemoans, before glaring at the one next to him. "Work for the weirdo with chalk white skin, you said. Make tons of money, you said. Cause enough anarchy we can take over, you said. You know, you're an idiot."

"Hey, I didn't make you join."

"Yes you did, at gun point and with the threat of death."

"Shut up, both of you." Moon Knight shouts, gripping both by the back of their neck and knocking them out.

...

"Damn it, just stay still and die!" The now maskless madman behind the attack shouts as he fires at the high flying Spidey, who effortlessly dodges the attacks.

"You know, for a theatrical guy, you're not all that tough." He replies, landing on his hand, spinning around twice. "You're no better than your regular thug, your theme sucks, and you didn't think to far ahead. So, what was your plan? Step one, Pretend to be me rob a place, step two, uh... Step three profit? Did you even think it through."

"Stay still damn you!" He runs at him, firing all the while before tossing a grenade.

"That's your strategy? Run at me, fire, throw grenade? Who are you, a ruthless criminal, or an online gamer?" He kicks the grenade up into the air, webbing it. "seriously, what's your background, because you strike me as a discouraged soldier. Maybe a mercenary who wanted to play the big leagues or something. Ex KGB?"

"My past is none of your concern bug. I am a man of great experience who will kill you. That is all you need-"

BANG!

With a solid hit to the back of his head from a frying pan, he falls to the floor unconscious.

"Hey, that was my job!" Peter complains as MJ swings the frying pan into the air, this time successfully catching it.

"Well, you spent so much time making fun of him, I thought I might as well beat you to the punch."

"But I wanted to do that. I was going to knock him out sooner or later MJ-" He pauses upon noticing Harry is near them, staring at him in shock. "-Which, I, assume, is your name, young civilian girl."

"Dude." Harry says slowly, approaching the masked hero. "You're that, Spider-Man freak from the news. Awesome." He begins prodding his face, as if feeing if he's real. "Can you really do anything a spider can?"

"Er, yes, except the eat my own eggs, I don't do that. Ok, this is getting weird. Er, I'll be leaving now kids, enjoy the clean up."

...

"Well, I think that all worked out pretty well." Peter says to Felicia, as they enter his house and he proceeds to lounge on his sofa. "No body was seriously hurt, we got the bag guy, and I think my PR is actually getting higher."

"Yeah, great." Felicia mumbles as she slips into something more casual then the dress. "And it all only cost the city two thousand dollars to fix the damages, a new record."

"Yeah, well Mayor Fisk was really happy to see I got the guy. You know he offered to give me the key to the city? Me and DD and Moony and you, he made specific mention of you. Its funny, he even guessed I was going out with you. For a fat guy he's pretty cool."

"Yeah, sure."

"Something wrong?"

"No, no its nothing just, don't, don't trust him, ok?"

"Excuse me?"

"Fisk, I don't like him. He, just, struck me as not a very trustworthy guy."

"Really? Did you read the Daily Bugle articles on him or something? Because, you've read what they say about me, and its not all that different from him."

"No, its just, he has this, air to him or something. It, doesn't really matter, just, don't let your guard down." She rejoins him, leaning next to him.

"Ok, I won't." He replies simply, placing an arm around her. "You sure that's it?"

"Yeah, that's it. So, when do we get to go back out, because I'd like to just go out and beat up some muggers."

"Yeah, well I'd like to just sleep, so I guess we'll just have to meet half way and watch TV."

...

Small epilogue:

After two days, everything for those involved returns to normal, including Matt Murdock.

He stands in court, in the middle of a speech to the jury.

"...So as a psychopathic criminal who killed many, including police officers, it would just be insane to let... to, to let..." He trails off, as a familiar scent catches his attention. "...Let, him..."

"Mister Murdock, is everything alright?" The judge asks, as he starts to look around, as if searching for something.

"Hey, Matt, what's up?" Foggy whispers, trying to check on him.

He looks around, trying to find the source of the smell, before he realizes what it is.

A sudden shockwave sends half the court flying, as one man in the courtroom gets to his feet, cracking his fingers to show the gauntlets he holds underneath his suit. Shocker.

"Congratulations, you just got acquitted." He smirks to the standing Gargan. He grips his handcuffs, as his gauntlets easily destroy the metal binds. He slips out a small syringe needle, injecting it into Gargan to restart his production of Globulin Green. The taller man stretches his joints, checking his ability to move. "Your tail any good?"

"You got my stinger?" He replies, as Shocker hands him a suitcase holding his suit.

Matt manages to pull himself out of the debris and check on Foggy, only for him to realize its too late. Both Scorpion and Shocker have escaped, half the courtroom is unconscious, as an unknown number of criminals facing trial today have probably used this as an opertunity to escape.

...

Next time:

Following this riot, Scorpion makes his freedom loud and clear to Spider-Man and friends, as he also deals with an apparent alien invasion. But, Things go from bad to worse when one of the confirmed escapees is Uncle Ben's killer, Dennis Caradine. Will Spider-Man track down Caradine, all the while dealing with Scorpion and the 'invading aliens'?

Notes:

-Note, last chapter mentioned something about Shocker returning here, that was a typo, I meant to say 'Scorpion returns', as that was an idea for this chapter that got nixed/moved to the side. That will be in another chapter.

-Chameleon may have been a tad too savage. You know, with the whole, killing his own men, killing paramedics to escape, and making the hostages think they're free, only to blow them all up. Those things. I kind of had to stop, think, and say to myself 'No, Liam, this is Chameleon, NOT the Joker' as that's where he kept going for some reason. But, it made great use of his skills, so, yeah, that was my idea for him: A ruthless Ex KGB agent who wants to cause anarchy and get power from doing it, but other than your run-of-the-mill-military-fighting skills he's not too great a threat. He'd not be someone I, as an untrained college student with no fighting experience besides an alteration when I was twelve that consisted of some jerk trying to look cool in front of his friends and consisted of gripping each others jumper and failed attempts at kicking each other, would want to get into a fight with, but not exactly a massive threat for someone like Spider-Man, who would win on the grounds that he has great power, Moon Knight on the grounds he's a marine (which naturally makes him better than Chameleon since, from my understanding, Marine beats ex KGB), Daredevil on the grounds DD can outfight the aforementioned great powered Spidey, Black Cat on the grounds she's a capable fighter, and MJ on the grounds its £^&ing hilarious to see him get taken down by a civilian teenager.

-Also, I'll say it here, but, to those who have read the X-Men story, or at least read up to a few chapters and decided to give up, I-Actually, I don't think anyone other than Key and Lock and Bookmac has even looked at it, so this is more of a message to them, but, while writing this, basically, I decided to change the Firestar used in the team up chapter to the original Firestar, since I got a better idea on how to bring Gwen in and, in all honesty, turning her into Firestar was the stupidest decision I made that I didn't remove. Hell, I only kept it since I already had her in Firestar form on the DA sheet and because my idea for a Green Goblin story involved him killing off or attempting to kill of super heroes that included her. I honestly did it like that because, at the time, I wasn't very well versed in the Spidey mythos, it was before I became a comic nerd, so I only knew bits and pieces from skimming a Wiki article and playing Ultimate Spider-Man on the Gamecube, so the fullest extent of my knowledge was 'Bit by spder, big nerd, goes out with cute red head, dated a blond but she died tragically, and her artificially aged twin children came to get...Ok, I may stick to X-Men Evolution for a while'. It wasn't until later I decided to read more on Spidey, and that lead to all the other characters, and now I'm a Marvel-holic, well, Marvel-holic who treads carefully on anything that came out after Grant Morrison started his NXM run (He turned a Holocaust victim into a drugged up neo-Nazi and a sometimes mishandled but nearly out of the water badass leader into a traumatized wreck who had mind sex with a former villain who used to feel bad about her past, forever ruining both their reputations. He should stick to writing stories about Batman, his take on the X-Men was just horrible). But, in doing so, I realized how bad that idea was, and have now officially removed it. That's the problem with writing like this. When writing a book, you make drafts, look over and make changes to remove silly ideas. Since each chapter is likely to be already seen, you can't make big changes to it like that. It could be worse though, you could have an idea for something and then remove it in a later draft despite it being win. Like X3 was originally going to be Cyclops leading them against the Hellfire Club instead of them whoring out Wolverine a third time, and SR3 would have had a mission where you find Gat alive and save him instead of unlocking his Zombie at the end. Wait, enough ranting about that, I do that too much. So, the point is, the Gwen introduced in that X-Men chapter? Not the same Gwen, or at least not anymore, and is now called Angelica Jones.

-There was also a few goth jokes in here, especially from George Stacy. No offense to Goths themselves, it was more directed at people's opinions of Goths than at the subculture itself.

-The scene with Moon Knight and Daredevil slipping out to change were modelled after a similar scene in Dark Knight, if you couldn't already tell. You know the scene.

-And, I got the Bombastic Bag-Man to cameo, as I wouldn't feel right without it.

-The scene with Robbie may've been a little pointless, but other than when I accidentally called his son Randy Robbie-something I've now fixed- he hasn't appeared yet, making him the only Daily Bugle character to not be used here yet. He did appear in the X-Men story in the first Team Up.

-I may've went a little overboard with the badassery here. I mean, no less than MJ, Harry, Gwen, George, and JJJ all get to show off their badass credentials at least once (MJ taking down thugs with a frying pan and not caring about the danger, George beating up a thug and contemplating making them eat the gun), or at least do something awesome (Harry and the oven mitt, Gwen and the air freshener can, JJJ staring down the 'Spider-Man' and demanding respect), all without powers. Then, there's the already badass yet powerless heroes like Daredevil and Moon Knight.

-The final scene was something I wanted to add, but nearly left until the next chapter to have it since I was pushing dangerously close to getting too long.

-Also, sorry for no Christmas chapter. I wanted to, but I kept procrastinating, not helped with many family parties and a new Xbox live connection (finally got wireless play so I can use it in my room with my new TV, too bad my live play expires on the 15th...), along with new games (both Modern Warfare 3 (didn't plan to get) and Halo Anniversary (did plan to get), along with Transformers DOTM the game (not that great, just WFC with film designs and on earth really but isn't exactly bad), and Arkham City (Single best superhero game ever. The perfect combination of a sandbox game world with a fighting game's gameplay and puzzle solving, borderline parkour style platforming, and you play Batman. Its story is epic, has enough subplots that even if your favourite villain isn't in the main story you'll probably see them in a sub mission, and the enemy chatter is comedy gold, ranging from just your run of the mill sarcasm to dead baby comedy, so you'll at least find some funny), and a few other games) all caused me to put off writing. Also, college work. As of this writing I have nine hours until I need to be at college, and I still have two unfinished, overdue assignments (but I honestly have no idea what one means and the other isn't possible without an extra session since I missed the lesson we were having it explained due to weather troubles). Luckily, once I get back into my previous rhythm, I'll get more updates up for all three of my stories.


	12. What just Happened

Hello, welcome all those returning. Special thanks to Paycheckgurl for reviewing each chapter of the story and for positive feedback. Now, lets get this going then shall we, since its been two months since my last update. Sorry about that.

Now, other stuff? Well, I've gotten a few new comics since my last update, mostly Deadpool and Moon Knight stuff, emphasis on the latter later. Also, just found out that Spidey and Black Cat are now, sorta, back together, slightly, in the comics (Not sure, I don't collect Spidey regularly since OMD and all that, so I only know this from Marvel Database, which itself should update the other bios more, some of them are really far behind). Not as good as him and MJ, but it's an improvement over Carlie Cooper. But, anyone would be an improvement over Carlie Cooper. Hell, Seymour the dead bully would be an improvement over Carlie Cooper as a love interest, and that guy was really annoying.

...

A helicopter flies over the New York skyline, armed to the teeth as it transports a high priority prisoner into SHIELD confinement. Chameleon, with his terrorist connections and large rap sheet makes him a valuable prisoner.

"This is Echo 1 Alpha, there appears to be something on the scanner. Over." The pilot radios in as their navigational system spots several objects.

"We hear you Echo 1 Apha, we're checking the area via satellite as we speak. Over." The voice on the other line replies. "Oh, god. I, it looks like an alien-"

Suddenly, flying objects smash into the helicopter, throwing it off course. Several hit into it and sprout arms and legs, pushing back the guards and taking the Chameleon. They fly off, as the helicopter spins out, with many inured and others killed.

"This, This is Echo 1 Alpha." A living agent speaks into the radio. "Conta-Contact landed. We, were attacked. We, we, Oh..."

**'What just happened?'**

" 'What just happened', Miss Hardy is that you woke up." Dr Connors tells her as she stops slouching in her seat from being asleep in the middle of class. "I'll ask you again, do you have your chemistry assignment with you?"

"Oh, funny thing about that." She starts, rubbing the back of her head.

"Uh oh, busted." Flash laughs, pointing. She glares at him, before knocking a pencil from her desk and kicking it as it falls, flying it at him and just missing, shuting him up.

"If you've left it at home or forgotten it I understand, but have you done the work?"

"Well, I meant to do it, but I had, other things to take care off."

"So, you're saying that, in the four weeks since I handed the assignment out, you haven't even tried it yet? Do you mind elaborating on why?"

She looks across the classroom, as everyone looks at her judgementally, except Peter who's yet to arrive and MJ who's painting her nails.

"Well, I kinda have this, hobby, that I, well, spent my free time doing, so I didn't have time."

"A hob? Mind explaining what that is?" He presses, keeping a straight and calm expression as he does so.

"Its a, a, a..." She begins trying to think. "...Playing, video games."

As half the class either respond with a 'Oh you don't admit that, you make up a lie!' or with a 'Dude, a girl that plays video games. AWESOME!' or a variation of one of them.

"You spent, a whole month, playing video games when you should have been working on your assignment, one that fills a large percentage of your final mark? Did you think I handed it out for fun? Felicia, didn't you think to do it when you weren't playing games? You must have taken breaks or something."

"I, er, just thought it was more, important."

"Is that so? Well, mind telling me how important this game is after school when you work on the assignment here."

"What? No Mr Con-"

"Dr, and while doing it I expect at least higher than a C or you'll get an automatic F. Don't worry, its only seven questions."

"But you can't-"

"And by five O' Clock you should have at least done the first five questions or else you'll get, that's right, an automatic F. And if you decide for whatever reason to just not do it, you also, get an automatic F."

"But you can't do that! I can't do that much in an hour!"

"Well, you don't have an hour. You have four weeks and an hour to do it. You've just wasted all those weeks playing video games. Every action has an equal reaction Felicia. In this case, you playing video games instead of doing an assignment is equal of spending time working on it."

"Well it was important! More important than this crap!"

"And just like that students we won't be seeing miss Hardy for the rest of the lesson." He turns to the rest of the class, before pointing the door. "Felicia, get out."

"Why? Why should I?"

"Because if you really don't want to learn so much I won't teach you. Now, go, I mean it."

She glares at him, as he continues to pointing. He rolls his arm to signal she should hurry up before pointing again. After an annoyed grunt, she gets up, pushes her desk over, before storming out, slamming the door after herself, causing a mug full of pencils on his desk to fall over.

As the pens and pencils start rolling off as he replaces the cup, he moves his injured stub as if trying to catch them with his lost hand. He looks down at the pile of pencils, briefly glaring and clutching his fist, before sighing, as he just picks them up and replaces them.

"Doc, you Ok?" Flash asks the teacher. "You look a little tense."

"I'm, I'm fine Flash." He returns to facing them, smiling again. "Now, I'll be marking them later today, so for this lesson we'll start a new topic. One of my favourites, smoke bombs. Now you..."

As Felicia angrily storms to her locker, Peter, exiting his own and adjusting his shirt after changing, spots her.

"Felicia? Hey, Felicia, are you Ok?" He tries to stop her, but she keeps moving.

"I'm fine, I'm just so sick of this, this, this god damn, Errg!" She replies angrily, kicking a locker. "I'm going to go swing around the city and clear my mind."

"Ok, girlfriend's upset, and going to go beat up muggers. Ok, I probably shouldn't be finding that hot." He says to himself, watching her walk away. "Ok, I REALLY shouldn't be finding that hot. And I should probably be going to class." With that, he jogs to the classroom, entering after knocking.

"I'm sorry I was late, I got stuck in a traffic jam after some lunatics that looked like aliens got into a fight with Spide-"

"Peter I don't care. Have you done your assignment?"

"Yes."

"Where is it?"

"Bottom of the pile, I handed it in two weeks ago."

After thinking back for a moment, Dr Connors remembers and nods.

"Ok, please take a seat, pair up, and we'll start. So, smoke bombs were first developed during the..."

"What happened to Felicia?" Peter asks MJ as he sits next to her.

"She didn't do the assignment because she was busy helping you, which makes you look a little bit like a jerk since you should have helped her, and Doc Connors got all mad because of it and gave her detention, so she kicked off, he kicked her out, and she kicked his pride by reminding him of his arm." She replies, admiring her fingertips for a second. "Oh, and now she has to do everything in one hour."

"Wow. Dr Connors got mad at someone?"

"Not the issue. You should have helped her."

"I did, I offered her help but she insisted I don't bother. I assumed she did everything. I guess I'll have to talk to her later about it."

"Well, good for you. Now, who did 'Spider-Man' get into a fight with? I want details, lots of details."

...

An art gallery, not the place you'd expect to see aliens.

But, there they are, three alien looking beings, not too different from something out of Star Wars, enter, holding metal gloves that fire beams of energy.

The three space creatures oddly go for the paintings, grapping them from their placement on the wall and lowering down with their jetpacks to take the painting away.

"Huh, artwork big on your planet?" Felicia comments as she drops down. "In all honesty I don't care who has them, I don't care for fine art like that. But, they cost a lot, so you'll have to drop them."

The aliens stare at her, before taking aim and firing. She leaps back, dodging a second blast before firing her grappling gun at their head and pulling. Robots, not space invaders.

"For the mighty Mysterio!" The third one yells as she dives forward, running briefly on all fours like an actual cat before diving up, slicing apart the second as the third gets ready to fight, only for a web line to hit its back.

"Mysterio? What, are you aliens are wrestling fans? I'm not sure a baby face like Rey would like stolen art, especially not from aliens." Peter quips as he pulls the alien into a wall, as it shatters upon impact.

"Well, that was easy. Wonder why movies make it look so hard to fight aliens."

"You do well on your own." Spidey comments as he slips in, conversing with her. "Maybe I'm holding you back."

"Yeah, or maybe I had a lot of stress to burn off." She replies. "I swear, had it not been for the whole arm thing I would of broken his nose."

"Yeah, I heard about that. But you can't blame him, you did procrastinate for a month." Peter points out as the two leave the unconscious thieves webbed to the ground.

"I was fighting bad guys! I couldn't help it." She argues as they land atop a building, him perched slighty higher.

"So was I, and I still did it."

"And you're a genius."

"And a handsome one at that, but that's not the point. This was a research assignment. You could have just answered the questions by paraphrasing Wikipedia. Or, maybe not, since during the month Flash discovered how to edit it and replaced every voul on the pages for that topic with a swear or obscenity that sounds like it. It's still to be fixed by the editors. But, the references at the bottom of the page, just above the links. They'll tell you where to find what you'd need."

"Not the point. I, just can't be bothered with school. I've got enough money to last me a lifetime with a fancy penthouse in the city and eat nothing but takeout food and do anything I want. I don't need school. In fact, I'm thinking of dropping out anyway."

"Yeah, but, my aunt would probably kick you out if you don't attend." He replies, as sarcastic and joking as always.

"What part of my previous sentence didn't you understand? I wouldn't have to worry about that."

"Wait, you've thought this all through haven't you? You're actually thinking about dropping out?" He asks as he lets go and falls to her level.

"I don't see why not. You could come with me if you like."

"No, I couldn't. It would be too irresponsible. Same with you. You can't just drop out and leave everyone, its not right. Just, promise me you'll at least give it a week before you make up your mind."

"Of course." She replies, stretching and smiling. "Now, Daredevil said he's having trouble in his civilian guise, and Moon Knight is out of town, so that leaves just us. Want to look about-"

"Wait, stop." He pauses her, as he looks around. Without warning, he moves to push her out of the way as the top of the building shatters, causing them to fall off of the side of a building.

"Well, well, well. Look who we have here." Comments a deep, menacing voice.

"Oh dear god no." Peter mumbles as he tries to get back to his feet. However, he's stopped by two green fists grabbing his back, before throwing him into a wall.

"Sup Parker. How's your aunt?" Mac Gargan asks in mock friendliness as he crouches down before him, lifting his own mask up to look at him.

"Gargan, couldn't you just-Oh my god!" Peter cuts himself off as he notices Gargan's face, looking at the almost green like shade of skin and his now glowing green eyes.

"Yeah, I look horrible, don't I?" He gets back up, as his tail creeps back, moving the rubble out of the way as he looks for something in it.

"What happened to you?"

"That's what happens when they chemically remove your powers and they need to be kick started. They get a little, out of hand." He laughs. "I really look scary, huh? Like, some sort of, freak. What's the matter, You in shock, or aren't you happy to see me?" He picks him up by his throat. "Because, I'm really happy to see you."

"What are you-" Peter questions as he grips a hole in his mask, pulling at it to tear a large hole, so that his face is visible.

"Smile." He holds up a camera, taking a picture of his face. "Thanks, just what I need." With that, he throws the young hero into a wall, before stopping an oncoming car with his foot, before picking it up and smashing it into Peer as the driver jumps out and runs.

...

"Peter?" Spidey wakes to see Black Cat leaning over him. "Peter, are you Ok? What happened?"

"Owe, I think I'm Ok. Well, everything that isn't attached to my body is Ok."

"Peter, who was that guy? How did he..."

"His name's Mac Gargan. He's a super villain, sorta. He kinda has all the same abilities I do only stronger, and he hates me because I benefitted from it when his life was ruined. You know, your traditional tragic villain."

"So, he knows who you are?"

"Yeah, he's probably just as smart as I am, only older with more experience. Oh, and as crazy as whoever made Spongebob. I thought he was supposed to be in jail."

"Must have broken out. You'll have to go speak to Stacy about it."

"I'll do that, when feeling returns to my body and my lungs start working again."

...

"Ladies and Gentlemen." Gargan announces to the crowd of criminals, -all of which are male, despite his greeting- as he stands above a semi truck inside a warehouse, one littered with crates of varyin sizes, some open and holding pieces of scrap metal. "I called you here because of one person: Spider-Man."

Every criminal grimaces, remembering the hero.

"I know, horrible, isn't he? Stronger than steel, faster than a bullet, and a mouth that we all wish we could wipe off." He smirks as they all agree. "Well, there's one more thing we all wish to do to him, and that's to smash his head open and crush his windpipe. But, he's a lot faster and stronger than most of you, and more slippery than I am, so attacking head on for most of you is just asking to be arrested."

"I wanna burn that mask of his face and watch him scream!" One guy shouts, as the others cheer.

"Well, of course you do. But, you couldn't just look around for him, could you? You just need to plan out how to make him, come to you. And for that, you'd need something, his face." Scorpion holds up the photo he took, big enough for them to work out its Spidey without his mask, but small enough to obscure any details about his face from the distance they're sat at. "Spidey's true identity is in this photo, and its all you need to find him, and destroy him."

"Then what are you waiting for? Hand it over!"

"Yeah!"

"Oh, I will, to the winner. You see, we're ghonna play a little game." He places the photo inside an envelope, before placing this atop a neatly organised pile of other envelopes, along with many more inside the back of a truck. "This Saturday, we're meeting here, and we're going to gamble for his identity. There's seventeen million envelopes, all identical to that one, in this one truck alone. We have eighteen hundred tucks carrying the exact same number of envelopes. Each envelope will cost a hundred dollars each. We're going to mix them up, and let you all try to buy the one with his face in it. Simple, isn't it?"

"What if we don't get his picture in the one we buy?"

"Then, you buy another. The point is simple, lets see how much money you're willing to spend for a one in a multi billion chance of finding out who he is."

"How many can we buy each?"

"Each? All of them. Tell your friends, this Saturday. Spider-Man's identity is up for grabs for one lucky bastard."

...

"Hey, Stacy, just the man I was looking for." Spidey states as Detective Stacy joins him on the police station roof, the web head giving him a Vulcan salute to greet him.

"Really, well, how can I help?" The detective smirks a little as he lights up a cigarette and listens to his request.

"Well, Mac Gargan, the Scorpion, attacked me just a moment ago, and I was wondering if by any chance that, oh I don't know, you'd have some idea as to why he isn't in jail?"

"He broke out. Schultz busted him out half way through his trial, and let a bunch of others get out in the chaos."

"And, when all this was happening, where was New York's finest?"

"Trying to stop him as he cut them down like they were nothing. We've got our best men hunting him, along with the other escapees. Speaking of which, would you do me a favour and look out for these guys. You apprehended a few of them." Stacy reaches into his pocket, pulling out a list of names and handing it to Spidey.

"Ok, Brian Micheals, Mark Bendis, Reggie Miller, Dennis Carad-" He pauses, re reading that name over and over again. "I, I need to go."

"Hey, wait, Spider-Man." Stacy calls after him as he jumps off the building, swinging away. "Hey, Spider-Man! Spider-Man! God damn it, Parker."

...

Its good to be free.

Or at least, that's what Dennis Caradine is thinking as he hides in a friend's apartment after switching to some casual clothing.

The forty plus year old career criminal rests with a smirk on his face, ready to get back to his life. Visit his family, get his savings, then get a car and get out of town. Bayville Sounds nice. It's been having some issues with strange earthquakes and has had to repair the local high school over and over, but its a nice and calm place to hang out. Plus, there's a chop shop operation there that he could get a piece of, so that covers finances.

Then, he spots them, swinging across the skyline in the window. Him.

Ok, now he REALLY needs to get out of town. He heard stories about Spider-Man in jail, and it didn't take long for him to put the pieces together. That kid from the wrestling event, he was Spider-Man. And it was his uncle he shot. Thank god no one knows who he is, or else Caradine would have a target on his head bigger than a Fisk's belt size when they find out why Spidey turned to fighting crime. He created the bug, and he needs to get out of town as soon as possible before anyone finds out.

He's pulled out of his thoughts by a ringing phone, which he picks up.

"Hello?"

"Yo, Dennis, my man, you'll never guess what I just found out."

"Flint? What, what've you found out?" Flint Marko, what a tool. But, its his safe house, so he can't really complain.

"Spider-Man, his identity's up for grabs."

"£^& you say?"

"Yeah, some guy, the Scorpion I think he's called, knows who he is and he's ghonna give us a chance to win it. I just got every penny to my name ready to get in on this. You want a piece?"

"Em, no thanks. I'd rather not cross Spider-Man any more than I already have. Its why I'm leaving."

"You still going on about that? God, why would you want to move to that Bayville place? Its got to be the most boring place on earth. There's nothing in that overrated boardwalk even remotely interesting, the only good thing is there's no super heroes running around."

"Yeah, and that looks good for me. All I want now is to retire and get the hell out of Manhattan before it gets any worse. I'll be seeing you man."

"Yeah, whatever, you little coward."

...

"Hey, there you are." Felicia smiles as she catches up to Peter as they sing past a construction yard. "I just found out something big. Where've you been?"

"Looking for someone." He mumbles, not even looking towards her.

"Ok, Mind elaborating a little?"

"Caradine. Dennis, Caradine."

"Ok, mind elaborating a little more?"

With a sigh, he turns, dropping onto a building as she does the same.

"When I went to see Detective Stacy, he showed me a list of people who escaped from court, and one of them was Dennis Caradine."

"And he is?"

"The man who shot my uncle." He explains, crouching down. "It's him that made me fight crime, he's the one that makes me put on this mask and beat criminals to a pulp. He's like my Joe Chill."

"Seriously? And the police, they can't do anything?"

"They can't find him or the others."

"Wow." She kneels down next to him, leaning against his side. "Is this the first you heard of any of it?"

"Sorta." He reaches into his suit, pulling out a scrunched up envelope. "About the day you and me first teamed up, you know, when you hit me from behind, I got this letter. It's from him, a visitor request letter."

"He wanted you to visit him?" She questions. "What about?"

"I honestly have no idea. But, he probably knows who I am, so it can't be good. And now, he's free."

"Ouch." She mutters, trying to avoid looking at him. "What are you planning to do?"

"Find him, and bring him to justice." He looks darkly over the rooftop, before shaking his head. "So, what did you want to tell me?"

"Oh, it doesn't matter. I'll handle it." She reassures him. "You focus on Carbine."

"Caradine."

"You know who I meant." She smiles, before running off the edge and leaping, swinging away. He smiles a little underneath his mask, before getting up and leaping in the opposite way.

She flips up above a building, spinning three times before landing atop a pipe, taking out her phone.

"Hello? Yeah, so, when's the deal going down? Spider-Man's identity right?" She speaks into it to an informant. "Thanks, got it."

...

"...I'm happy you all showed up." Scorpion greets the crowd of criminals, ranging from henchmen to enforcers to gangbangers to anyone else Spidey would have fun fighting. "So, to remind everyone of what we're doing, inside one of these..."

Black Cat swings across the rooftop, perching above Scorpion's lair as he begins his game.

"They have, twelve, twelve trucks right now, more circulating around the block." She mutters to herself, looking them over. "Need to stop them before they get his photo."

She climbs into the building, stepping onto support beams above the crowds of criminals and making her way across to them as two trucks pull into the building, both opening to reveal that one's filled with envelopes and the other's empty.

"...So, just shout out how much you have, and I'll hand you your money's worth." Scorpion finishes. "Now, lets start."

"I have five hundred!" One criminal shouts, while handing the money to Scorpion as he takes five envelopes from the truck, passing them to the man while placing the money into the empty truck.

"Two grand!" Another yells, doing the same, buying twenty envelopes from the costumed criminal.

Neither of the two get his photo. Just a small piece of paper saying 'try again'.

"Sixteen thousand dollars!" Another one shouts, handing a roll of money to them.

"Big spender, huh?"

Black Cat makes her way towards the front of the 'stage' Scorpion made for his event, planning a way to destroy the envelopes. If she can destroy the trucks, she should be able to stop the bidding.

"Two hundred thousand!" Another criminal buys another two thousand envelopes.

As Scorpion begins to pick up the envelopes, he senses something, before reacting quickly. His tail grabs the hand of one of the criminals, pulling them to him and throwing them to the floor.

"Hey, what the hell..." The man starts as Scorpion reaches into the man's pocket, pulling out his gun and aiming at the rafters, firing at Black Cat. She moves, running to avoid the bullets as he shoots and destroys the beam she's standing on. She leaps off, firing her grappling gun up and swinging down, trying to kick Scorpion. He dodges as she swings past, so instead she pulls out a match and lights it, tossing it into the truck's pile of envelopes and swinging back to the crowd of thugs. She lands atop two, smashing their heads together with her feet before leaping up landing away from them, facing them and ready to fight.

"You picked the wrong party to crash Cat!" One thug runs at her, only for him to be promptly knocked out with a foot to his jaw. Two more run, only to get hit in the throat and knocked back. One tries to sneak around with a two-by-four in his hand, only for someone to toss a metal wire at his legs that trips him up and binds him to the floor.

"Hey! Who threw that! ?"

Six more charge, only for the first to be hit by an uppercut, the second taken down with an elbow, the third gets hit in the nose with the ball of her ankle, fourth and fifth are kicked in the kneecaps and their legs subsequently break, then the last is hit with a simple taser.

"Any more? Are you all scared of a little girl?" She taunts, taking a fighting stance.

"Not really."

Suddenly, a shock wave hits the area, knocking her and a small percentage of the criminals back and unconscious.

"Well, this makes things more interesting." Scorpion comments as Shocker picks up her unconscious body by the collar of her suit, dragging her towards him. "Well, we're going to have a second little contest going on with this."

"Hey, take her." Shocker lets her go as Scorpion takes a metal wire, tying it around the female hero.

"When this is all done, whoever was the biggest spender, gets her as a prize. For keeps."

"Two million!"

"Four million!"

"Eight billion!"

"Seventeen hundred million!" Another, one of Foswell's men, shouts, handing a metal suitcase to Scorpion as the super villain climbs above one of the trucks as another pulls in. He just bought a whole trucks worth of envelopes.

"Jesus, just trying to outbid everyone, aren't ya?" Another criminal laughs, whom is identified as one of Kingpin's higher ups. "Thirty four hundred million!"

"Sixty eight hundred million!"

"Eighty five hundred mil!"

"Two Billion, five hundred and fifty million." The first shouts again.

"What the...How can you even afford that! ? How many trucks would that be anyway!"

"About fifteen." Scorpion replies, throwing him the keys to the trucks while taking more suitcases full of money.

And, the bidding continues, as the richest of criminals buy truck after truck of envelopes, having their friends promptly tear open the insides to find more 'try again' notes.

...

C'mon, hurry up.

Caradine waits by a corner, looking for some form of travel. A taxi, a bus, a single man without any defence from a car jacker. Something.

Then, as look would have it, a man stops at a red light. A simple car, one that would get from A to B but won't break any records. Beggars can't be choosers.

Like old times, he sneaks around, takes out his gun, then opens the door and forces the man out. Before he can scream, Caradine is already down the road with his car, off to find a way out of New York.

"Hey, Somebody! Some old dude just stole my car!" The victim shouts, waving his arms when he spots Spidey swinging down.

It only takes him a second to recognise the thief. The way they twitch, they move. His spidey sense detects it instantly. Him.

Caradine swerves, oblivious to Spidey's oncoming assault as he merges with traffic, blending in like an average Joe, even stopping at a red light a few blocks away from the George Washington Bridge.

Bad choice, as the car is sent hurling to the side when Peter swings and kicks it, sticking to the side.

"Remember me?" Peter spits out darkly as he tears the door from the car, ripping the man out and throwing him into the air. The aged thug flies up, landing painfully on the curb, his hand spraining from the landing and his ankle twisting, not to mention the gash on his upper arm.

He tries to get up, But Peter spins a web at him, pulling him back and hitting him straight in the chest with his foot, pinning him to the floor with it.

"Please, don't." He coughs out, trying to pry his foot from him.

"Don't? Don't what? Do this?" He sticks his foot to him, before pulling up and swinging a web line, crashing into a wall and slamming him into it. Letting go with his foot and gripping his leg, he continues his swing, dropping low whenever passing traffic in order to put more fear into him.

"Please! Don't kill me!"

"Kill you? Dennis, haven't you learnt anything from prison? I don't kill criminals, I'm not Frank Castle. I'm just going to make you _wish_ I was."

Clamping into his leg more, until actually drawing blood, He lets go of his web while swinging as low as possible, almost gliding across the curb with him in tow, his face just an inch from the ground.

"I'm Sorry!" He cries once more. "I'm really sorry! I ain't ever killed anyone but your uncle! It was a mistake! An accident!"

"An accident?" He tosses him forward, letting him roll across the floor as he walks towards him. "Breaking into my house? That was an accident? Attacking my family, trying to steal from us? That was an accident? Shooting, my uncle, then leaving him to die. That was and ACCIDENT! ?"

"Please!" He begins to break down as he tries to get up, only for Peter to leap, spin a web, then swing into him, punting him as he swings past, like a football, hurling him far into the air and landing atop a car. He rolls off in pain, trying to crawl away, until Peter lands right next to him, picking up the car. He holds it above him, throwing it up a foot and catching it before it gets a foot closer to his face. He repeats again, letting it get closer to him each time. Twenty centre metres. Fifteen. Ten. Five. Two. Half. Actually letting it touch him, all just to inflict as much trauma as he can.

"I'm sorry!" He cries, scampering around underneath the car. Peter looks to his side, taking just an ounce of pity in the man as he starts to realize. He might be being a little _too_ rough with him.

He stops pitying him when he pulls a gun out and shoots him in the shoulder, before pulling himself out and running, flagging down another driver and kicking him out of the car. Peter, still distracted with a gunshot, doesn't react in time when he runs him down, knocking him over. He stops, looking at the hero as he begins to get back up.

"I'm Sorry. I really, Really, am. About your uncle, about shooting you, about hitting you. I'm sorry. I wish I never did any of that." He tells him as he continues getting back up, before driving down the road and up the bridge.

Peter gets back up as soon as he's just getting out of the street, resuming his chase.

He swings around the corner, only a few metres away from Caradine, when he pauses to answer his phone.

"Not now Felicia, I'm busy-" Peter starts, but is cut off by cold laughter.

"Smart, wasn't it? Wait until Caradine's also in the courthouse, then break out." Scorpion speaks over the phone. "You'd be too concerned with tracking him down that you'd leave your new girlfriend to deal with me. Then, she'd be unable to stop all the criminals I have here, and its a lot, then I can auction her away as well."

"Gargan."

"No, really? Its me? I had no idea!" He replies, as Peter lands atop a building. "Here's the thing. You can either catch the man you hate more than anyone else in the world, or you can come here and try to save your girlfriend when I have pretty much every criminal who isn't Caradine with me. What do you care about more, avenging your dear old uncle, or trying in vein to save your girlfriend. If your inner hero decides to play up and you feel the need to save the girl, as cliché and sexist as that whole debacle is, I'm at the warehouse down by the docks. The big one, the one Caradine and his friends used to use as a club house. I didn't even realize that until yesterday, but its funny all the same."

"You sick son of a-" Peter is cut off by the call ending, prompting him to put it away.

Damn it.

Two choices, stop the fleeing criminal before he gets to Jersey, where he can then escape to anywhere from Canada to another part of New York, or save Cat from a warehouse, with doing so likely being suicide considering the greater number of criminals than usual.

He turns around, swinging the opposite way. Its no contest, Caradine can be handled by the cops, Scorpion can't.

Now, let's hope he doesn't run into any more of these aliens that keep appearing.

...

"He's coming!" One of Scorpion's hired thugs shout as they spot Spidey swing by, landing atop him and kicking him into a wall.

"What the hell...! ?" Another questions as he turns to see his comrade fly into the wall beside him. "What just happened! ?"

"Well you see, I just kicked him really hard, and he went into a wall. That's what happened." Spidey quips as he webs the other man to a wall, before dropping down into the warehouse.

"Spider-Man's coming! Everybody waste 'em!" One of the criminals inside shout as he swings in through the window.

"Sorry, what was that? I couldn't here past that awful sound you call an accent." He says back as he pulls the gun from his hand with a web line and using it as a blunt object against two others. "Oh, did that hurt? Maybe you should dodge more. It wouldn't happen so bad."

"Somebody grab the Cat before she tries anything!" Two criminals shout as they try to stop her escaping her binds, only for her to quickly cut them apart and run at them, somersaulting towards them and kicking them in the heads before leaping up, firing a grappling hook to the top and swinging down, hitting into two others before flying back up, diving while spinning like a drill into three more, landing in the centre.

"Hey, I remember you, your face was fun to punch." Peter comments as he hits another thug, flipping back and webbing two together. "And you two, I remember thinking you'd make a great couple. You still would."

"Shut up!" Another man yells as he tries to take a swing, but misses when Spidey darts out quickly, hitting him in the side.

"How the hell does he move so fast?" One questions as he's pulled into Peter's fist, being knocked out quickly.

"Oh, its part of the 'do whatever a spider can' thing, I get my speed and strength by eating my own young. It turns out there's a lot of protein in spider men babies. It tastes like pork." Another two are dropped by two elbows, before he flips back, landing on his palms and sticking his feet to two others, using them as boxing gloves for his feet as he kicks four others when they attempt to hit him. "They also have a lot of carbohydrates."

Two more run at him, but he just webs their hands up and pulls them towards himself, leaping over and kicking them in the back of the head, before flipping over towards Felicia, standing back to back.

"Did you catch Caradine?" She questions, jumping up as he kicks a running thug in the face.

"No, but stopping Gargan and saving you was more important." He flips backwards as she punches one in the throat and toss them at two more.

"Saving me? What makes you think I need saving?"

"Because you were tied up and the bad guy called using your phone. That's usually a sign that you need a bit of help."

"True." She adds, dropping low and kicking up, hitting two thugs in the knee cap and breaking their legs. "You go after Scorpion, I can handle these."

The two grab each other, Peter swinging her into two others before she swings him into two more, from which he springboards himself into the air, webbing to the ceiling and swinging, slamming his knee into a few faces as he launches himself at Scorpion, who catches him and throws him at a wall. Peter counters by firing two web lines as fast as he can to either side of Scorpion, using the momentum to slingshot himself right back to him, kneeing him in the chest.

"Always gotta be the hero." Scorpion mutters, as he blocks a punch from Spidey, crushing his hand in his grip. "You just have to come in, try to stop the bad guy or die trying."

"Is this supposed to be a lecture or something? Because I'd rather just stick to good ol' fisticuffs." Peter replies, kicking Gargan in the face to release his arm from his grip in order to stand a better chance.

"Fine then." He smirks, as he waves his tail behind him like a madman waving his knife. He slashes, kicks, punches, claws, strikes at Peter, who tries to dodge as many as possible, but is promptly knocked into a wall. "I wouldn't get back up if I were you. It'd be smart to give up."

"Well, you obviously don't know me very well." He pulls himself out of the wall, launching himself at Scorpion, kicking his arm away when he tries to hit him before hitting him in the face with the toe of his foot. He grips the tail when it swings at him, covering the base with enough web fluid to cover and block the blade, for safety.

"Damn it." Scorpion mutters, gritting his teeth as he starts to get angrier.

"Oh, what's the matter Scorpy? Do you miss your stinging tail?" Peter quips, as he lunges at him, only for Peter to dart underneath and avoid being crushed. Instead, the front of one of the trucks is crushed, with the engine becoming destroyed and starting a fire.

"I'll kill you!" Scorpion roars like an animal, swinging around and lunging at Spidey, who again slips past his fists.

"Huh, all your strength, and all its done is make you slow. Maybe you should swap your gimmick." Peter comments, sidestepping another swing, then ducking and diving from two more and a kick. "Maybe, the Turtle. Yeah, you're already green, all you need is a shell and to loose the tail. Villain in a half shell and all that."

"Shut your god damn mouth and die!" Peter leaps over him, as he unintentionally destroys another truck, breaking his arm as he does so.

Simple plan. Keep insulting him until you win. Easy right?

"Oh, what you ghonna do? Kill me? Are you going to kill me to death?" He flips back up into the air as he swings his tail into his direction, forgetting its covered in web fluid, only for Peter to re-coat it in webbing, pinning him to the floor.

"See, this is how you play nice with others Macky." Peter quips, approaching him.

But, before he can knock him out, he's shot back by Shocker's blast, who quickly destroys Spidey's webbing.

"Huh, Typical." Scorpion mutters, looking over the chaos. All of the criminals have either been dealt with or ran off with exception of Scorpion's men, with two of the trucks holding envelopes left completely totalled. Over three quarters the envelopes have been sold, none reaching any success. Probably because they were all empty, but that's not important. They still made multiple billions in thug money.

Peter lies against a crate, pulling himself back up slowly as Felicia chases after a few more thugs.

"Hey, I think he's getting back up." Shocker notes. "C'mon, we should be going."

"One minute." He waves his tail, as the last of the webbing flakes off, showing his blade.

"C'mon, this ain't about him. We need to get back, now." Shocker pulls his shoulder back, pulling him towards a truck.

"Fine." He leaps atop it, hitting above it as the henchman inside starts the engine and drives, followed by Shocker and a few others.

"Owe." Peter mumbles a few minutes later as he pulls himself up, just as Black Cat returns.

"Ok, I got the last of them. What about Scorpion?"

"I think he got away." He replies slowly, as he remembers what happened. "Wait, Shocker was with him. Last I checked, Hermy was working with..." Then, he notices the crate he was just using as a pillow. "Tinkerer."

"Tinkerer? Didn't you shut down his operation?"

"I did, I guess he's back in business. Look." He reaches inside the crate, pulling out a metal, robotic arm. "Look familiar?"

"The aliens?"

"Exactly. I'm not sure who or what 'Mysterio' is, but the robots and the Herman probably aren't just coincidental. Tinkerer's back in action, and he's behind everything. He's like Professor Moriarty, except I'm not Sherlock Holmes, and he's an arms dealer slash mad scientist."

"...What?"

"Sherlock Holmes? Famous detective? Probably autistic? Has a doctor friend who he shares tons of unresolved sexual tension? Didn't you ever watch anything as a kid? He's been referenced tons of times."

"Not ringing any bells."

"Seriously? Well, regardless, he's being bad, and we need to find him and stop him."

"Ok, how?"

"I...Have no idea. I don't know how to contact Moony or Double D so we're on our own." He replies. "Which means I'm going to need to play detective. And until then, lets get out of here."

...

Meanwhile, in a secret, underground former CIA development lab, several hundred trucks pull into an inhumanly large garage, as several individuals unload possibly limitless cash from the trucks, placing ones not already in such in metal briefcases, then placing them inside filing cabinets.

Above it all, Tinker stands, looking down from an elevated platform, with others standing behind him.

"So, business is booming." Comments a distorted voice, one belonging to the recently freed Chameleon and his voice changer.

"Its more than booming, its jaw breaking." Adds another, Quinton Beck inside his own armoured suit, one which will be described another time.

"And, you're all welcome." Smirks Scorpion as he leans against a wall.

"So, when do we split it?" Shocker asks no one in particular.

"Not quite yet, we still have a matter of who gets how much." Adrian Tomes replies, standing not too far away from him.

"As far as I'm concerned, you could all keep it. I care not for petty finances." Kraven adds, picking one of his nails.

"Generous of you Sergei." Tinker speaks up, clearing his throat as he does so. "But, there's one thing we need to focus on now. Spider-Man. And Beck, I think its time you made your big appearance."

...

"So..." Peter trails off as he and Felicia sit on his sofa, having settled down from today's adventures.

"So?"

"Did you, well, think about what you were talking about earlier? Leaving, I mean?"

"Actually, a little. About the time I was trying to save your identity, I couldn't help but feel like this whole secret ID thing is a little stupid. I mean, half of the criminal population already knows my identity, but why bother with yours? Don't you think things would work out better if we just threw away the masks and did everything without hiding?"

"Uh, no. I have a family to protect."

"You have an aunt. One who is really never around much."

"And a few others who are like family to me. I can't just abandon my secret ID, I need it to protect Harry, MJ, and Hobie. Hell, even people I don't spend a lot of time with like Max and Liz would be in danger."

"But you shouldn't have to. You don't need to be responsible for everyone."

"Yes, I do. As far as I'm concerned, I'm responsible for everyone in this city. From the mayor to that hobo in the food market to even Flash Thompson. Everything in this city is my responsibility."

"Well its not mine." She pulls away from him, walking away from the room to her bedroom, leaving him by himself.

"...And in other news today, Dennis Caradine was apprehended today in Bayville, New York, after escaping court last Thursday." The news reader states from the TV, catching Peter's interest. The TV shows footage of Caradine, using a beat up and stolen car, as he tries to escape police apprehension. "During a daring car chase, Caradine was nearly caught in an accident when he nearly plummeted his getaway car into a bus of school children. However, amazingly, a mysterious red flash appeared to hit the car, knocking it away from the bus. Caradine was found in a state of confusion, with no serious injuries, not too far from the..."

What?

A Red flash? How, but the car, What the hell happened then?

"Ok, that was, strangely convenient." He mutters to himself, before looking up. "Meh, just a regular Dues ex Machina, nothing to over think."

...

Next Time-

As Peter and Felicia's relationship begins to weaken, A New threat raises. When an all out 'alien' attack force hits the city, Spidey has to fight against an entire army of mechanical beings to stop their master, this 'Mysterio', and uncover Tinkerer's connection to him. Can Peter and Felicia survive a full scale war?

Notes:

-I like the way I ended that. Felicia and Peter's relationship starts to crack, Caradine's stopped, and Tinkerer's in league with Mysterio, Shocker, Scorpion, Vulture, Kraven and Chameleon. That's six famous Spidey villains. Six, sinister, villains... Nah, I'm just teasing you, Sinister Six aren't going to be showing up for a while. I want Rhino in the group instead of Chameleon, and I have a lot planned concerning his first appearance.

-And, Yes, Dennis Caradine was stopped by the X-Men. What's funny, does the scene sound familiar? Well, it's supposed to be based on the opening episode for season 2. That's why he was described how he was, he was supposed to be the guy Kurt and Scott stopped that one time that nearly revealed them to the world. Continuity FTW! How I love playing with it. Its weird though, I originally planned for Beast to guest star here based before he joined the X-Men, but I've decided to push that back until after the Kingpin arc, to about the time of the black suit arc, meaning he'll be all blue and furry when he comes up. I decided to reorganise a few things concerning the timeline. I still want to tie it to Evolution's timeline, but I've had trouble because the amount of things to put in. When Spidey appeared in my X-Men fic, he'd already dealt with the black suit, fought Sandman and had a large list of rogues to contend with, was with MJ, had a little shown supporting cast, was friends with the Fantastic Four and knew Hank McCoy from an incident involving Doc Connors turning into the Lizard. I have to fit that, AND, various events tying it to Evo's timeline. Hopefully, it works out, since I've now got an official check list made. Not adding anything or taking away anything, just going to look at the next chapter and write that in.

-And, while it'd only being hinted at, the confirmation is there, George Stacy knows who he is. Makes you wonder why he'd give him the list if his uncle's killer was on it.

-I almost gave Moon Knight a really big part of this plot, but decided to cut him out of it to just have a Peter and Felicia chapter. Notably the other characters get very little to do because of it. But, this chapter I only had a small idea of what I wanted to do, so I didn't have much to put in. Had I put anyone else in, they'd become nothing but filler, and I hate filler, since I always write crap when in need of filler. A big part of re-writing my X-Men story was my unhappiness with the filler chapters. It was like two different writing directions. On one hand, you have the normal, usually action oriented chapters that I try to mould decent plots around, then the other hand's holding a random joke tied to another random joke with a stupid plot that turns the characters into either idiots or assholes, or both. But, Moon Knight would have just been there to try and, using one of his identities, buy the winning envelope and stop Black Cat being bought by anyone in order to save both, before joining the two in a Back-To-Back-Badasses moment. I figured it wasn't really needed for the plot, so it became just filler, as said before.

-I meant to give the aliens a bigger part of the plot, but I couldn't think of any way to slide them in without it becoming, again, just random filler. Luckily, they're going to be really big in this next chapter.


	13. I am Mysterio, AND I AM THEIR GOD!

Hello, welcome back. Next instalment here, as usual. Anyway, Enjoy.

...

"Where's it all going?" Kraven questions, as he and two of the other villains watch the constant shipment of packaged money as it leaves the area.

"Being cleaned." Scorpion replies. "They're going out, spending it, then hocking away whatever they just bought for the exact same amount. Avoids the cops tracking the serial numbers and all that."

"Why not just pay the cops out? We have more money than the banks, hell, we probably have more money than the country right now. Why not just buy the police?" Toomes suggests, glaring over. "Hell, lets just buy the whole damn country and take over the world. We literally could just do that."

"Because, its not about the money, or the uses for it." Gargan turns to him, smirking behind his mask. "It's about one, simple, easily achievable thing: Destroying the Web Head."

"Why? We got the money, we got power, let's just do what Tomes said." Shocker adds to the conversation as he joins them.

"Because, it's not our money to spend. It's Mason's, and he wants it for one, special purpose. But don't worry, by the end of the week, Spider-Man and his amazing little dumbass friends will all be dead, and we'll have the firepower to take over the city."

As Scorpion finishes talking, we pan out, to show Quinton Beck, standing atop a podium alongside the Tinkerer, as mechanical arms suit him into his new costume. Green, with a vaguely fish-like quality, that holds a long purple cape and a golden rimming. But, that's not all. His waist holds a belt of mechanical tentacles, designed to look like that of a squid, while two extra pairs of arms, one long and bug like and the second bigger and more deadly looking, all connecting to his every thought. A mechanical hard drive attached to his wrist allows him to control his machinery, as the final piece of his suit, a glass dome is placed over his head, one holding a distorted reflection with a glowing, demonic face inside.

Before him stands an army of robotic, alien looking warriors, all under his-and the Tinkerer's- control.

"Rise, my alien warriors. For today, we rise, and take over this pathetic excuse for a civilization. Greed, Envy, Lust, Sloth, Gluttony, Anger, and Pride all run this city, controlling the inhibitions of this harvest of Vermin that calls itself New York City. No longer will they be burdened by the plagues of choice and freedom, to which they allow themselves to fall to the wills of those seven sins."

"You don't have to make a speech, they're robots. They don't want to respond, and they don't care." Tinkerer mutters as Beck continues his lecture.

"I shall be their new teacher, their new master, their new king..."

'**...I am Mysterio, AND I AM THEIR GOD!'**

"Oh great." Peter mutters as he sits on the side of a gargoyle, eating a burger as he looks down at a set of racing police cars. "I just got my lunch."

With a sigh, he takes one final bite before pulling down his mask and swinging down, dropping his half eaten lunch into a trash can as he does so. He follows the cops, taking a left then a right before swinging straight into the path of a flying bus. He dodges the large projectile, webbing it as he turns back while spinning, stopping the resulting property damage as he turns back to the source of this. A large, alien looking being stands before him, roaring as police try to fire at it and ambulances try to get injured away.

The creature holds two pairs of arms, each arm with two elbow joints to give it a bug like appearance. Its lower body looks more like a centipede, with many pairs of legs. The head, however, looks distinctly animalistic, somewhat resembling a frog with a bigger lower jaw and under bite. The creature spots him, and tosses a police car at him as he swings towards it.

He lets go of the web line, hurling forward as the car flies at him. He turns his body, spinning and smashing open the windshield with his feet, grabbing the two police officers inside as he flies back the other side, finishing by dropping them off near an ambulance as he swings back to the opposite side of the alien-bug-frog.

"Well, aren't you a pretty sight?" He quips to the monster while standing above a streetlight. "That's probably the only face no mother could ever love. I bet the other aliens used to make jokes about you, huh?"

With a roar, it takes a swipe at him, only for him to leap over the monster, firing webbing at its eyes, then webbing one of its arms as he swings around it, tying it up and restraining it completely before landing behind it.

"Wow, and I half expected it to kill me. They just don't make terrifying monsters like they used to, do they?" Spidey continues, looking to a cop on his side. "I bet its because its in New York. Had it showed up in Japan, it'd be a lot more deadly. Everything's ten times scarier in Japan. Just look at Godzilla."

"You sure talk a lot." The cop notes as he turns back to the creature.

"I get that a lot. Its a psychological thing. Hello, what's it doing now?" He ducks down as the creature rips the webbing off of its arms. "Ok, that's a first." As it thrashes around, the webbing around its eyes starts to heat up and melt, as the creature turns to him and fires heat beams from its eyes. "And that too. DUCK!" He pushes the cop to safety as he ducks out of the way, rolling to avoid the beam as he swings back up, ducking the beams again with a spin before hitting it in the head with two web lines. He swings over it, still gripping the web lines, pulling it back and smashing its head straight into the concrete road bellow.

"Ok, please tell me you've decided to stay down. Pretty please? I kinda don't want to commit aliencide. I can't imagine how that would ruin my reputation." As he slowly approaches the creature, it looks up slightly, showing the skin, the now-ripped latex remains of it, and the metal interior skull of the creature. "Ok, that image will haunt me for a good few nights. But, knowing this thing isn't a real alien..."

The creature fires its heat beams again, but he flips back, dodging them before taking aim and hitting its eyes with his webs again, before merely ripping the metal objects from its face. As the robotic monster struggles around blind, he jumps onto it, gripping to its head.

"How, how hard is this head of yours?" As the creature tries to shake him off, he swings forward, punching it in the empty eye socket and grabbing, something, and pulling. Within a second, it falls to the floor as a dead shell. "That was unendingly difficult." As he takes a quick minute to breathe, Peter looks up, spotting a figure on the building above. "Oh, NOW you show up!"

Daredevil takes a step back as Peter swings up to join him. "Nice to see you too."

"Seriously dude, where've you been? I haven't seen you in nearly two weeks!"

"In the hospital." He replies, tilting his head down as if looking bellow. "Blame your friends Gargan and Schultz for that."

"Well, where's Moon Knight? He's been gone too."

"I'm right here." The Lunar Legionnaire himself explains from behind him; making Peter jump in surprise, fall to the floor, rolling twice before then pulling himself back to his feet.

"WHER THE HECK DID YOU COME FROM! ?" He questions frantically. "How did you sneak up on me like that?"

"Because, I move quietly." He answers, without his masked expression changing as he just watches him.

"No, I can sense people behind me and all. How did you somehow sneak up without me knowing! ?"

"Fine, I move _really_ quietly."

"In fairness, I didn't sense you either." Daredevil adds, slightly amused.

"Hey, its not funny. That's only supposed to happen with Batman. You can't do that, you're already too similar to him anyway."

"So, these robotic aliens." Moon Knight changes the subject. "How many have you seen so far?"

"Erm, quite a few, why?"

"Because every time the police go to deal with one, a bank or an art gallery somewhere in the city gets robbed. I've been tracking them down, and I think it connects with the Tinkerer."

"Well, duh. They're robots, and he's a techno genius person. So, you think its all a distraction?"

"Its logical." They reply simply as he kneels above the side of the building, looking down. He presses a device on his suit as he looks over. "But I suspect this is just preparations for what's to happen. Something big is coming, and I want to know what." With that, he leaps off, gliding down and circling the building.

"Oh, see you later too, we'll keep in touch!" Spidey comments, waving after. "Seriously, what's with that whole cliché 'say something that I try to make sound mysterious then leave dramatically' thing he's doing?"

"Just something you learn to put up with." Daredevil shrugs off. "But he has a point, if they're planning something, we'll need to look out for it. Spread the word to Black Cat, keep your eyes open for anything and your ears to the ground for any plans."

"Sure, no problem. Well, bye now." With a quick wave, he back flips away, swinging off. As Daredevil leaps the opposite way, Peter darts past the skyscrapers, as his phone starts to beep. He lands carefully atop an insurance firm as he takes the phone out, flipping it up. He looks at the caller, smiling a little.

"Finally, no more silent treatment." He jokes down the line. "Hi Felicia, what's up?"

"Well, firstly, what's with all these robberies? It's getting crazy here." She replies as she, on the other line, back flips away from someone firing a gun, landing atop another and kicking them into a wall as she lands a punch to the back of the head of the shooter. "Secondly, sorry about the cold shoulder thing I was doing. I may've over reacted a little."

"Don't worry, water under the bridge. Just glad I can here my girlfriend's voice again instead of silent glares across the breakfast table. Anything else?"

"Yeah, I kinda need to talk to you, now. I just slapped two goons around for some info about the Tinkerer, and he's got something planned."

"Don't worry, I'll see you as soon as I can."

"Good. Meet above the school in five? And please, don't be late."

"Sure. Good luck." He finishes, closing the phone and replacing it, before sighing happily. Finally, no more cold shoulder treatment or silent glares. He jumps off the building to swing down to his destination, dodging a pigeon with no sense of direction as he does so. He swings to the side, then flies straight up, before diving down to gain speed...as he begins to note he's slowing down. He tries to stop down on some coffee place only to not be able to make it there.

A fog appears around him, engulfing him before he can get out and cutting off the light.

"Ok, what the Phantom Menace is going on?" He asks aloud, as he stops trying to fight the cloud of fog and relaxes as gravity seems to stop, around him. He feels like he's being pulled backwards by some invisible force, before suddenly the cloud of fog fades and he crashes to the floor of some new, darkly lit room. Its surrounded by gothic architecture and old books, as well as occult artefacts of some kind. Also, lots and lots of Spider webs. Whoever lives here either can't see them or doesn't care for the health problems they cause. Then, he notices the swirly lights around the place, with all the fog surrounding the floor and objects.

"Careful, watch your step." A soft voice tells him as he tries to get up, causing him to look around. Before he can look at the one speaking, he stumbles as he trips over a step hidden in the fog, causing him to fall face first into a set of stairs. "I warned you."

"Ok, who's there?" He questions, regaining his composure. "And why isn't my Spidey sense working around here?"

"None of your powers work. I apologize, but its to avoid you breaking something. Each artefact in this hall could cause unending damage to the world if broken, damaged, or lost. Climb up the stairs young Peter, you have much to hear."

"Er, who's saying that, and how do you know who I am?" He questions while slowly scaling the stairs, reaching the top to see that, suspended by a series of metallic looking webs, hangs a chair of some kind, attaching to the figure sat inside. They're an elderly woman, with grey hair and large, scary looking glasses with a scarf covering her lower face. Dressed in a dark red dress with a spider like pattern, the woman sits as if not knowing he's there, placing a set of cards down on a table. "Ok, this is, well. I think I'd like to leave before a part of me starts to get curious and wants to stay around. So, do you mind just pointing out the exit and-"

"You can't leave yet, Mr Parker, not without taking a second to hear what I have to tell you."

"Oh, I'm sorry, you must have misunderstood. Seriously, tell me where the exit is, I don't know who you are or what all this is, but I'd rather not know and just live blissfully unaware." He replies, looking around for an exit. Instead of listening to him, she holds up a single card, one showing an image of a him, armed with a sword and a set of armour with the word 'hero' listed underneath. "Well, that's a very nice card, but I'd still like to leave."

"You are destined for great things Peter, wonderful things." She continues, ignoring his requests to leave as images begin to appear amongst the metallic web behind her. "I am merely here to advise you to make the right decisions. You must know that I am only telling you this so you may be prepared for what the web of fate may bring you, so that you may journey down the right threads."

"The what of the where now? No, wait, never mind. Just, please either let me out or give me the short end of the conversation." He continues, before looking at the images. "Hey, I look good in black. Maybe I should-Why did that black suit suddenly sprout spikes? Wait, no, just, be quick, I kinda have to be somewhere."

"Of course, your talk with Felicia. I apologise but that won't work out how you plan." She explains, while placing out two more cards. One showing a white haired feline with 'Past' written on it, and another showing a cracked window with the word 'future' similarly placed on it.

"What? What do you-Hey, why are me and MJ in that one image holding each other-What are we doing with our faces? No, no man, that's your friend, not your girlfriend. No, bad Peter, bad! Take your lips away from hers! Oh, why did you have to show me that?"

"I didn't, I am merely giving you advice on your future. The images you see before you are just some of the threads you may or may not follow."

"Hey, why is Mac Gargan beating me up in the middle of a toy factory there? Hey, go me. How did I even know that lever was there or what it'd do? No, seriously, stop being distracted. Just, finish your advice thingy, and let me go on my way-Wait, why is Mr Osborn laying in the street dying? And what's up with the shredded and burnt Spidey suit I'm wearing as he croaks?-Again, just, hurry up before I get too distracted with all this future thread nonsense. Just tell me, what do you want to talk about."

"Young Peter, you have much coming your way in the immediate future. New York is in danger, and unless you act fast, people will die. You must remember, Peter, that battles are not fought by fists, but with your mind."

"Well, actually, yeah, they are. I don't exactly punch people with my brain to knock them down, do I?"

"No Peter, you must use your knowledge, and remember this meeting if you, are going to survive and be victorious in the oncoming battle. And, no, that man wearing a blue hooded shirt over a red suit like your own isn't you."

"Wait, how did you know I was going to-Wait, how do you even know any of this?"

"You wouldn't believe me if I told you. Good bye, Peter, remember what you learnt today."

And with that, like all cryptic advisory moments, the fog begins to arise, covering the scene.

"Hey, wait! You didn't answer my-or any of my-You know what, never mind." Peter sighs as the fog decreases, returning him to the city...on the opposite side from the school. "Oh great, now I'm going to be late."

...

"Hey, Felicia!" Peter cries as he swings to the school, nearly fifteen minutes later than he agreed.

"You're late." She replies with her back turns, as she finishes changing into her normal clothes before he lands on the building. "I asked you not to be late."

"I know, but I can explain!" He tells her. "I met a woman who-"

"Oh Really?" She interrupts. "You met a woman? Oh, how happy for you."

"No, I didn't mean it like that!" He replies pleadingly as she just walks off the side, landing before a school entrance, much to the confused looks of others around. With a sigh, he walks to the other side, slipping down into the secret entrance to his 'spider web', exiting shortly from his locker in his regular clothes, just as she walks past. "Seriously, it wasn't even by my choice! It was like she abducted me! In fact, it wasn't like that, that's exactly what happened!"

"Happy birthday me-e, happy birthday me-e..." MJ sings to herself as she walks down the hall, about to cross paths with Peter and Felicia. "And I'm seventeen. Today is my birthday, today is my birthday. Happy birthday me-e, happy..."

"Save it." She rebuffs, walking past a corner as Peter tries to follow, bumping into MJ.

"Hey, Hardy, there's a thing called 'manners'. I think you left them somewhere." She calls after her, though the cat themed vigilante just ignores her. "Well, your girlfriend seems a little annoyed. What'd you do?"

"Me?" Peter stops as he walks past her. "It wasn't my fault, some weird old lady with psychic powers abducted me mid we swing and gave me cryptic advice and showed me tons of images."

"Images? Of what?" She asks, prompting him to remember some of them.

"Er, just things that might happen. You know, in the future and all."

"Like...?"

"Uhm... Like, ugh, I get a new costume."

"Oh, that it?" She continues questioning, oblivious to why he's uncomfortable with it.

"Oh, and..." He tries to remember. "And Harry's dad died."

"Oh, for real?" She asks, raising an eyebrow.

"Yeah..."

"Oh, wow. How, exactly?"

"Well, it was outside, in the rain, looked like hypothermia or something. But, the old lady said it was just like, possibilities or something."

"Huh, still, bit of a downer. So, let me guess, you tried to tell Felicia this, but it came out wrong, and it ended up sounding like you blew her off or something for some 'woman', and make you look stupid."

"Ehm, kinda." He continues, walking towards class.

"Well, you know, I saw aliens today." She replies, changing the subject.

"Yeah, you and almost everyone in this city. I told you, that Tinkerer guy's been making them."

"I know, but I still saw one. It looked like something out of a bad scifi film. Didn't even look real." She continues, as the two enter the classroom.

"Probably because, you know, _it isn't_."

"Still, you'd expect them to at the very least try. Unless, you know, they did, in which case it's all just embarrassing. So, is there something you need to say to me?" As they sit down alongside the other class members while Doc Connors enters and prepares the lesson.

"Uh...No, nothing I can think of. That's all I remember."

"Ok class, today we're going to be continuing what we were doing last time." Doc Connors starts, pressing a button to turn on a presentation. "Yes, inorganic chemistry..."

...

Liberty Island, New York. Just off the coast of Manhattan sits the tiny spec of land that also happens to be one of the most famous tourists traps in the world. So much so that crime committed on this land, no matter how severe, is almost instantly handed over to the FBI for investigation. That, is specifically because it holds the most memorable landmark in America: Lady Liberty.

So, any attack on this place would install fear into the whole city, and easily break the spirit of any apposing force. Fortunately, no terrorist, domestic or otherwise, would be stupid enough to attack it or risk pissing off EVERYONE, from New Yorkers to the Germans to even Nigeria. Unfortunately, taking it over is fair game.

That, is probably why 'Mysterio' decided that it would be the best choice of location to touch down his invading forces.

A sudden wave of machines approach New York, scattering and swarming the city like a pack of wild locusts, attacking anyone they can. None are killed, though chased inside and held there. This is a take over, not a war crime.

Several large, floating disks descend, like traditional UFOs, landing in the city and disposing more alien robots, ones resembling six legged lizards with exoskeletal frames and a thick crest above their head. Armed with small firearms of futuristic design, they march down the roads, blocking all exits.

"Haha! Foolish humans!" Roars the digitally distorted voice of Quinton Beck as the image of him in his suit appears outside every building, with a large hologram of his form covering the Statue of Liberty. "I am Mysterio, the herald of your new age. My army has laid siege to your city and will continue to do so, unless your mightiest reveal themselves. Once they are defeated, I will accept your surrender in peace, and allow you to serve a use greater than your own. Anyone who decides to step outside however shall be dealt with accordingly."

"What an asshole." Mutters a taxi driver as he steps out of his cab, looking as several alien robots approach him.

...

However, while Manhattan has essentially been taken over by 'Mysterio', his robot aliens have yet to deal with taking over surrounding neighbourhoods such as Queens, meaning that Midtown high is both unaffected, and still unknowing in the current events. For now, at least.

"...So the colour of the flame can tell you the Cation present in the substance." Doctor Connors explains as the class listens, watching a small power point walking them through the experiment. "This goes with the previous tests to work out the anion, and vuala, you have...?" He trails off as he points a ruler towards Peter, motioning him to finish.

"Magnesium Carbonate." He answers, receiving an approving nod from the teacher.

"Correct. Now, recap time. Flash, What do you do to find the anion?"

"Add something to it?"

"Yes, but what? Hobie?"

"To check for Carbonate, you add Acid."

"Correct. Then, what do you look for, Liz?"

"Bubbles?"

"Carbon Dioxide, in the form of bubbling. Correct. What about Sulphate? MJ?"

"Er...I, hm..." She looks over the power point, squinting a little in thought.

"You add something to it MJ, what do you add?" The Teacher repeats, holding the ruler up and slowly dropping it to the side, like a hand on a clock, ticking as a timer goes off.

"Oh, it makes something in the solution. Chloride compounds or something."

"Yes, but what do you add? Look at your notes."

"Barium...chloride?"

"Ding, but you lose points for time. Now, everyone, here's your practical for today. Four substances, I'm not going to tell you what they are. Break into groups of three, goggles and lab coats, and get three sets of four test tubes, a Bunsen, two beakers filled with Barium Chloride and Hydrochloric Acid respectfully, and set all of it up according to the instructions in your practical booklets." He instructs them, and so, with that, the class slowly shuffle out of their seats and gather the things needed, just as the door opens awkwardly and Max Dillon enters. "Ahh, Max, glad you could join us. Take a seat and "

"So, anything planned for today?" MJ asks Peter as they pick up the beakers.

"Well, beyond apologizing to Felicia and explain what happened, then finding some criminals to pound, no, not really."

"You really did forget, didn't you?" She pauses. "I thought you were just being mean and pretending, but you really don't remember?"

"What?"

"Hello, today's my birthday." She tells him, making him let go of the beakers in his hands.

Realizing this, he quickly grabs one of them as it falls, then uses it to catch the other, causing people around to look at him with confusion upon seeing this.

"H-How'd you do that?" Kenny asks, blinking twice.

"Ugh...probably shouldn't of done that." He mumbles, before awkwardly turning his hand to let the glass fall. "Oh, no. Damn, er, it. Yeah, can't win them all."

"Huh, Parker broke a glass." Flash snickers, ignoring the fact he caught it first time around.

"Yeah, I'll clean that up, don't worry." He announces to no one in particular, as he scrapes the glass into a pile with his foot. "So, today's your birthday?"

"Uh, yeah. Same time as last year and the year before that. Do you just selectively ignore me or something, because I told you last week."

"Yeah, I've just been busy, you know with all this superhero thing. Sorry for, that. But in fairness, both Harry and Hobie forgot as well."

"Yeah, but we've only just really started hanging out with Hobie, and Harry forgot your birthday too." She replies, stepping to the side so he can get a dustpan from the side to clean up the glass and place it in a bin at the side. "I remembered your birthday."

"Yeah, I know. Uh, how about I make it up to you? You know, you, me, and Felicia go see a movie later today, any film you want."

"Nah, I'd rather not become a third wheel on your date. But..." She thinks to herself while Peter returns to gathering things. "Why don't you just get me a stuffed animal and a card with some money in it, and I'll forget that you don't care about my happiness. Deal?"

"Ok, sounds fair-" Peter pauses, dropping the glassware again, this time from seeing something out the window. The others turn to him and, before they can make any comments about him being unable to lift glass, they look to see what he's staring at and, collectively, scream like small children. Mysterio's army is approaching Midtown.

The swarm of machines surround the small town outside of Manhattan, attacking and chasing the citizens.

"Ok, class, stay calm and, well, stay where you are." Doctor Connors says to the class, looking out and gulping a little at the sight. "Whatever's going on, you're probably safer inside."

"Wait, Felicia's outside." Peter says aloud, snapping out of his initial shock. "Felicia's outside somewhere and I need to find her."

"Peter, please, just stay inside and calm down. I'm sure Ms Hardy is safe." Connors tries to tell him, though its not likely he'd listen.

"No, I seriously need to find her." He replies, turning to the teacher as he moves towards the door. "I can't just wait here and hope she's Ok, I need to find her."

As Peter edges a little closer to the door, MJ realizes _why_ he needs to find Felicia, and realizes he could probably use a distraction.

"Peter, I mean it, stay inside or you could get-" The teacher is cut off as the whole tray of glass ware falls to the floor and collectively shatters, attracting the whole class' attention. When Doctor Connors looks back up, Peter's gone and the door is just swinging closed. "How did he...?"

"Uh..." MJ mumbles a little. "It's magic?"

...

"Felicia!" Peter shouts as he leaps off of the school, flipping back and webbing two flying robots, pulling them into each other to make them smash. "CAT! Where are you?"

As one supposed alien flies towards him, a metal cable wraps around its neck, pulling and tearing the head clean off as Felicia swings up, slashing at anther with her clawed fingertips.

"Felicia, thank god." He says to her, landing atop a lamp post. "I got worried for a sec when I couldn't find you in the school."

"Yeah, no need to panick, just been by the bleachers." She replies, dodging another incoming drone as Peter webs it and pulls it into the ground.

"This is probably a really bad time, but I'm really sorry about being late earlier." He tells her while leaping up and landing atop another fake alien, ripping the head off of it and tossing it away as she slashes another two while cutting a third in half with her grappling gun. "Some weird, psychic old lady pretty much kidnapped me to tell me about things to come, and then dumped me miles away from school. I tried to get here as fast as I could but..."

"Its Ok, I understand. But you could have called and said you were going to be late."

The two leap up, grabbing each other's arm in order to swing their momentum out of the way of a larger fake alien as they both land on two smaller ones.

"Yeah, probably should have done that." Peter notes as he directs the one he's clinging onto into the bigger one, jumping off and allowing them to crash and explode while Felicia launches her grapple at a wall, causing the drone to swing into a building and blow up just after she's leapt off of it. "Ok, change of subject. We need to find a way to stop all these things, so we need to find their source."

"Then, you might want to look at Liberty Island." She tells him as they land atop a building, giving him a view of the statue as its appearance has been distorted and replaced by the form of Mysterio, who continues to gloat about what he's done.

"Ok, we need a way to get to that island. Any ideas?"

"Well, there's that guy." She points up, as a crescent shaped jet flies around, shooting at the fake aliens.

"Hm, gotta love Moony."

...

"So, I fly us there, we take out the source of their power, return the city to normal, and punish the one responsible?" Moon Knight asks as the three of them fly in his Crescent shaped jet, along with a fourth man piloting the craft.

"That's about right. So, who's the guy in front?" Peter replies before asking his own question, pointing towards a fourth figure sat in front, with a small moustache and a metal helmet covering most of his head, while notably his legs are missing; instead two metal prosthetic legs take their place.

"This is Frenchie. He's our pilot."

"Sup." The pilot replies, turning back for a second before turning back to the controls.

"So, what's he? Like, your sidekick?"

"No, he's my pilot. Like I said." Moon Knight replies, looking over the front. "Ok, get ready to jump, we're about to reach there now."

As Peter peeks out, he spots the statue getting closer as the jet continues firing at on coming fake aliens as they fly at them.

"So, where exactly are we going to land?" Felicia asks, to which Frenchie merely laughs.

"We're not. You three are getting out while I eject, and the Crescent jet is going to ram into this thing." He replies, getting a confused reaction from them.

"Is he serious?" Peter asks, though Moon Knight ignores him and just opens up the hatch. "Oh, crab apples."

The top of the Crescent jet explodes off as Frenchie is ejected and parachutes down to safety, giving him a chance to fire at these fake aliens with two assault riffles, while the other three leap out of the aircraft as it crashes into the statue, exploding and destroying a good number of fake alien robots.

Peter and Felicia swing up, landing atop what was once the torch in Lady Liberty's hand, though now it's been changed to look like the Earth in Mysterio's palm. Touching down on it, they look back, seeing the explosion and Frenchie's safe descent.

"Where's Moony?" Peter questions, looking around.

"Don't worry. I'm fine. Khonshu protected me." Moon Knight speaks up from behind them, making both jump.

"Who the hell are you, Batman?" Felicia shouts, clutching her chest in shock.

"No...I'm Moon Knight." He replies, apparently oblivious to the rhetorical nature of that question. "Batman...isn't real."

"My girlfriend just made a Batman reference. I've never been so happy." Peter mumbles to himself, before shaking his head. "Anyway, let's find this Mysterio guy and have him take us to Tinkerer."

With that, they nod then dive, swinging down and entering the head of the statue.

...

"Well, this is great." Harry mumbles from inside the school, looking out the window as the fake aliens stand guard outside, having swarmed the school. Thanks to this, the students are trapped in class with no way out. "Stuck inside is one thing, but I was planning to ditch after lunch and head to the arcade. Then they go and blow it all."

"Well, could be worse." Hobie muses. "We live in a world with super heroes. An alien invasion isn't that scary knowing that."

"I can't believe we're all stuck here. And Parker went and ditched us all, the coward." Sally mutters aloud.

"Hey!" MJ shouts to her, standing up for Peter while he's not present. "You're the one who's inside where its safe. He's outside by himself. How is he the coward?"

"Oh, gee, didn't mean to offend you. If you think he's so heroic why don't you marry the nerd."

"Why don't you shut your mouth before I shove my foot up your-"

"Hey, stop it!" Flash shouts, pushing the two apart. "Look, we're in the middle of a god damn alien invasion for Christ sake, we can't start tearing each other apart now. If you're going to fight, wait until all this blows over...And do it with your shirts off in a pit of bathing oils."

"Wow, I just agreed with something Flash said." Harry realizes. "That can only mean, we're all ghonna die!"

"Wait, did you agree with the stick together part, or the fighting without shirts part?" Hobie asks.

"Does it matter?" He replies, a panicked look still on his face. "Great, we're all ghonna die, and it'll happen before I've even had a girlfriend. This is just-What the hell is that?"

They all look outside, as the fake aliens begin to get torn apart in the skies by F-22 Raptors and Stark Issue Quinjets. Apparently, people forgot that the US Military is a VERY formidable force, and that a UN sanctioned peace keeping organisation is stationed in New York, as both air forces tear apart the invading forces.

"Huh, that looks awesome." Randy mumbles as a Quinjet dodges and blasts an alien from behind, as a Raptor darts past two more and fires at a third, causing it to explode and take out two others.

"Huh, I wonder what my dad's guys are doing?" Harry muses, before a single typhoon jet flies in, bombarding a few. "Oh, there's one."

"...Don't, stop me, NOW!" Taskmaster sings from inside the jet as he flies past, shooting up aliens. "'Cos I'm having such a good time. I'm having a ball. Don't, stop me, now, cos something, something, something, soaring through the sky." He dodges to the side as one fires at him, before spinning around and firing a missile. "That's why they call me Mr Fahrenheit, travelling at the speed of light, 'ghonna make a super sonic man outa you." He flies low before pulling up, dropping bombs at the ground units. "Don't stop me, don't stop me, don't stop me. Yeah, yeah, yeah. Don't stop me, don't stop me, good time good time, don't stop me, don't stop me, yeaaaah!"

He spins around repeatedly while air guitaring inside, flying using his knees. He takes a sharp turn, causing some that are chasing him to crash into others.

"See, my dad's guys are awesome." Harry turns to the others proudly, as Taskmaster continues to blow up fake aliens and dodge their attempts at retaliation.

"Fools!" Mysterio's voice booms through the streets. "You fail to realize how many of my forces occupy their streets. Your attacks shall be death of the students in the school you're fighting near. My forces shall crush this house of education and slaughter your children for your insolence. You brought this on yourself, humanity, and you shall pay with their blood!"

The aliens outside the school turn around, taking aim at the windows and preparing to fire. Before any can take a shot, however, a red billy club hits into one, destroying its insides when it opens up a grappling hook inside before being torn apart. Daredevil lands atop the school, looking at the aliens inside.

"You want to harm any of these children, you have to go through me." He announces, before diving down at them with his club in hand.

...

"Fools, you cannot stop my invading forces. Your land, your resources, your hearts, they all belong to I, MYSTERIO!" The 'alien' roars inside the head of Lady Liberty as Spider-Man and Co swing in, landing atop robots and tearing them apart, separating and going their respective ways.

"Yeah, well, that's a silly name. You sound like a babyface wrestler with a potbelly and lots of tattoos." Spidey replies, kicking the head off of a robot before leaping out of the way of a larger, four armed robot with spiked clubs for hands. "Oh, and you brought in bigger things for me to punch, how thoughtful of you."

With a duck back, Peter dodges the machine as it spins around, giving him a chance to lump onto its back, web onto its head, before then flipping off and jumping away, tearing the head clean off of the robot. "Oh, don't you just hate it when you get a new toy and the first time you play with it its head comes off? Cheap welding, that's the problem."

As he's about to swing onto the next one, however, the larger drone swings back, hitting him when he didn't have time to move and knocking him into a wall.

"Well, that's not fair. My toy robots never do that when _their_ heads come off." He mumbles, pulling himself up and dodging another swing, one which gets stuck in a wall. He leaps on its back and tries to punch through, but nearly breaks his arm trying.

"Ha, foolish humans. You cannot destroy my superior creations, for you shall all see soon as to why your planet will fall to my tyrannical rule!"

"Yeah, well, you look like a wiener!" He replies, leaping off when the machine tries to hit him into a wall. Pulling itself out of the wall, the drone charges at him, swinging its arms as it does so and heading straight at him, only for him to duck underneath and web its feet, causing it to trip over and break its arms off doing so. "Ha, thought of a great comeback and beat it, two nothing Bubble Head."

He leaps to the ceiling, crawling across as he scouts around, using his spider sense to track down Mysterio.

He gets to one large room inside the statue's head, with a swirling floor and mirrors lining the walls with a single candle in the centre, before his entrance closes behind him, trapping him inside.

"Ha! Now you're trapped Spider-Man! This is how I prove to you all, that you are but an insect compared to I, and how much greater my intellect is over your pathetic excuse for a species. One of these mirrors leads to my location, the rest hold back gallons of gasoline. You have sixty seconds to pick your choice before the acid is released, and if you try to escape, I shall just blow up the room and kill you. Think Spider-man, you have one minute to get out."

"Oh, wow, a test to see how to get out. Oh, which mirror could it be?" He questions himself while dripping with sarcasm, before turning around and webbing one of the mirrors. "I can sense things around me, finding which one didn't have gallons of liquid behind it wasn't exactly hard."

He takes a step back, before pulling himself straight inside the mirror, breaking it apart as he launches himself into the room behind it, housing lots of computer equipment with Mysterio in the centre.

"Ah, you found me. No matter, for I weild power beyond your mind's comprehension!" The bowl headed invader holds his arms out, causing a swirl of lighting to shoot out at Peter, who dodges and hides behind a computer. "Ha, hide like the bug that you are! Summon, my minions!"

Then, two aliens appear in a warp of light in front of Peter, nearly hitting him before he noticed them when his Spider Sense didn't go off, causing him to leap up as they take aim and fire at him, forcing him to hide behind a different machine, then switch again when more show up.

"Ok, this is bad. This is really bad." He mutters to himself. "Lightning? Since when could any of these 'aliens' do that? And the whole, teleporting in? They didn't do that before. It just looks unreal, and -Wait, maybe..."

As Mysterio fires around the room while his minions storm around looking for him, Peter pops out from behind the computer he hid behind, waiting as he fires at him. The lightning hits him, dead in the chest, but doesn't do anything more than a light tingle.

"Huh, cool light trick, but not nearly as good as you see in those overpriced musical performances at theme parks." He notes, while the drones approach him, only for him to just walk past, and right through another.

"What? What are you doing? Get back! Back now!" He roars at the hero, waving his hand to generate fire, but Peter just walks past it.

"That could have actually tricked me just now, but, the problem is, I didn't sense anything coming from them. I could sense the gasoline, the robots outside, even you. But the lightning? The teleporting drones? That fire? Nah, nothing came from them. That doesn't happen. I always sense things like that. You should have tried a little harder."

"You dare insult my effort? I am far greater than you!" Mysterio declares as Peter moves closer, now right in front of him. "Fine, you wish to settle this like men, then so be it. I shall squash you like the insect you are, Spider-Man!"

Peter, however, replies with a single punch. Said punch doesn't appear to do anything, until a crack emerges from his fist into the dome, which quickly spreads all across the orb and shatters it, revealing his face behind it, that of Quinton Beck.

"Yeah, you talked all big and all, but behind the parlour tricks and the robots, you're just one washed up nobody with an ego problem." With that, as his fist is still right in front of his face, Peter merely flicks his fingers out, knocking Quinton Beck back and onto the floor. Peter steps forward to where Mysterio was standing, where he notices the camera equipment facing him. He kneels down, gripping Quinton by his suit, holding him down. "Ok, Mr person-who's-clearly-not-an-alien, Where is the Tinkerer, and what was all this about?"

"No, please, don't hit me again! I'll tell you, I promise!" He pleads and begs, cowering. Apparently, he's not so tough without fancy suits and equipment. "He's hiding out inside a warehouse on sixth avenue, I swear! He just told me to put on a show, get everyone's attention!"

"Why?"

"He's leaving New York! He got all that money from that betting pool and now half the city wants him dead for ripping them off! He told me he's leaving with all the money and he paid me to distract you! That's it!"

"Oh, Thanks for that. Now, nighty night, sleep tight." Peter replies, hitting him against the floor before stepping back into the view of the cameras, which are now beaming his appearence across the buildings instead of Mysterio's. "People of New York, Mysterio won't be up for any time soon, and his drone's shouldn't be much now that he's out cold. Oh, and Tinkerer, nice attempt and all, but I'm coming to get you. So, If I were you, I'd be getting ready to say goodbye to all that money you took. See you soon!"

With that, he webs up the cameras, pulling the lines with them on and tossing them into a wall. He looks back, seeing all the other pieces of equipment and, assuming they control the drones, he webs them up and breaks them as well. Finally, before swinging away, he webs Quinton Beck to the floor, leaving him trapped there.

...

"Huh, they stopped." Moon Knight notes as the fake aliens begin to fall to the ground-and for the ones outside, into the ocean- while standing outside the statue. "Spider-Man must have take out Mysterio."

"Either that or they all decided to take a nap." Peter comments as he rejoins them outside. "At the same time, in the middle of the ocean."

"So, have you found Tinkerer's location?" The Lunar Legionnaire asks, looking down at the sea.

"Yeah, warehouse on sixth avenue." He replies, leaning over to see what he's looking at. "Have you ever noticed that bad guys always hide out in warehouses?"

"Its pragmatic. Strong structure, open area, usually fenced away and secluded. Easy to defend and store what you need." He states simply.

"Hm, Ok, can you make up your mind? Are you Batman or Rorshache?"

"I'm Moon Knight. We've known each other for a few months. I broke your shoulder once because you snuck up on me."

"No, that was a joke, because you sneak up on people like...and you speak in fragments like...You know what, never mind. I think we've established you lack a sense of humour. Completely."

"I don't need one."

"Yeah, I can tell. Huh, I wonder where Fel-I mean, Black Cat is? I don't think I should leave without telling her where the Tinkerer is, I might need her help." Peter questions himself.

"Felicia went to find any tourists trapped on the island."

"Wait, how did you know her-"

"Tried to kill her, remember?"

"Oh, right, yeah. Forgot about that. Wait, does that mean..."

"That's none of your concern for now. Hm, she found them." Moon Knight points down, as Felicia escorts a group of tourists out of a hiding spot.

"Oh, finally. Wait, just remembered." Peter looks up for a second as he presses something in his ear. "Blue tooth, its calling her now. Hey, Cat, how's the tourists?"

"Not good, they're all freaked out, and one's kinda going into labour." She replies, sounding a little startled. "On the plus side, I now know that I never want to have kids. Ever."

"Adoptions always open. Ok, The Tinkerer's on sixth avenue, in a warehouse, the most original hiding spot ever. I'm heading there now...once I figure a way off the island."

"K, I'll be right up." She replies, before turning back to the tourists. "So, any of you a doctor? No? Ok, Anyone know how to deliver a baby? No? Fine. Hey, Spidey, ghonna need some help down here, this woman needs help delivering a baby and there's no one down here who can help."

"Huh, I understand." He looks back down before turning to Moon Knight. "There's a woman in labour down there and neither me nor Cat nor any of the tourists know what to do. Any chance that Frenchie guy can deliver a baby?"

"One moment." The Crescent Crusader states, before turning away and pressing a button on a device on his belt. "Frenchie's coming to pick you and Felicia up then fly you back to the city."

"That's good, but what about the tourists and the baby?"

"Don't worry about it." He replies, before leaping down and using his cape to glide to the tourists.

"Hey, don't suppose you know how to deliver a baby, huh?" Felicia asks as he walks past towards a corner with the woman carrying sitting down. "Is that Frenchie guy going to come and do something?"

"Go back to Spider-Man, wait with him and Frenchie will come with another form of transport. On your way I'll call Daredevil and he shall assist you in dealing with Tinkerer and any other goons he may have."

"What about the baby?" She asks, looking back up to Peter, who stands waving.

"Not a problem." He replies, taking off his cape.

"Ok, not sure if letting you near a baby is smart, but...Just, don't do anything psychotic, ok?"

"I'm vengeance, not a monster. Now, go. Go find Tinkerer." He turns back, looking up as another moon shaped jet flies to the statue, hovering just above the head.

"Ok, uh, good luck?" She waves, before turning back and firing a grappling hook to ascend upwards. Moon Knight turns back to the woman, kneeling down in front of her.

"Now, do you know how far it is?"

...

Frenchie flies the Crescent shaped jet across the skyline, heading for Sixth Avenue. Once again, Peter and Felicia are inside, waiting for the pilot to tell them when to leave.

"So, how did you get back to, wherever, get another plane, and fly back to pick us up?" Peter asks, to which the pilot doesn't physically register.

"I took a cab." He replies without looking back, as he looks down towards the scanner. "Ok, Tinkerer's location is close by. If you two are planning on doing something, I suggest you start now."

"Oh, sure. Well, thanks, uh, 'Frenchie', for flying us, I guess." Peter returns as they open a hatch, allowing the two to leap out, waving back as he flies away.

"Well. I always wanted to go skydiving." Felicia comments as they freefall down to the city.

"Am I the only one who thinks he doesn't like us?" Peter replies, looking bellow as they approach the ground. Just a few stories away from the curb, they launch a webline and a grappling hook, swinging down and launching themselves down the highway, heading straight for the Tinkerer's location.

"He seemed a little quiet. Maybe he's just unsociable."

"Please, _you're _unsociable. He was outright ignoring us."

"Meh, Moon Knight's got his friends, you've got yours."

"Yeah, 'cept I don't know any paraplegic French pilots who fly moon shaped planes for me." He comments, before thinking to himself.

"You want to make friends with a paraplegic French pilot who fly moon shaped planes for you now, don't you?"

"It would make my life so much more interesting." He replies, looking forward as they approach the warehouse. "Ok, get ready to deal with whatever's here."

They swing up high, hurling towards the warehouse and flying through the window. They land in the centre of the warehouse, looking around to find machines scattered around, building toys and plush animals.

"This isn't what I expected." Peter notes, looking around. "Ok, this is weird."

"I think he gave you the wrong address." Felicia comments, looking underneath a machine to find nothing but more toys that had been made.

"Wait, I think I here something."

"Yeah, the sounds of cheap crap being made by robot arms. I hear it too."

"No, something else." He crouches to the floor, listening to a slight sound from underneath. "There's something lower down. Maybe another level, like a basement." He starts to crawl, trying to follow the sound, moving away from Felicia, and closer towards an open space, where Scorpion lies above, waiting. The green coloured criminal clutches to some beams, waiting for the right moment. Peter remains oblivious, as a grin starts to form underneath Scorpion's mask as he starts to relax his grip.

Peter senses the movement, and only has just enough time to roll out of the way as Scorpion falls, slicing at him with his stinging tail. As Felicia turns to see this and gets ready to help, a large figure rushes her, barging her to the floor before pinning her down with a blade to her neck as Kraven smirks.

Peter looks back, but is knocked to the side by a sudden wave as Shocker reveals himself. He looks up, shooting a web to the ceiling to pull himself out of danger, only for Vulture to fly in, slicing the web in half before he had time to register him coming.

"Well." Scorpion speaks up, cracking his fingers as he moves in on him. "Is it just me, or does this feel very familiar?"

"Well, this is just great." Felicia mutters, looking towards Kraven and the others. "Its an ambush."

"Well, we all know you, you'd beat 'Mysterio', shake him down for information, then come crawling around here." Shocker explains.

"Like a moth to a flame." Vulture adds. "So, while Tinkerer prepares to leave, we just arranged for this ambush. Get you and your girlfriend, all alone."

"So, now that you're here, the fun can REALLY begin." Kraven smirks, looking at them both.

"Yeah, yeah it can."

...

Next Time-

Peter and Felicia fight for their lives against the four goons while Tinkerer makes his escape. With the city still shaken from the attack and most still inside, Peter has to think of a way to stop the Tinkerer escaping the city, as the weapons dealer plots with another figure to guarantee both his own safety, and the destruction of Spider-Man and his amazing friends.

...

Notes:

-Don't you just hate writers block? I felt like I was taking forever, and while I didn't want to I had to break this apart in order to give enough room to the final battle. Still, kind of annoying how that had to happen.

-If it wasn't obvious, I'm drawing from the second Spider-Man film's game when it comes to Mysterio, as a fake alien who tries to take over New York in order to prove his superiority over Spider-Man. Made a few tweaks, such as him wearing fake arms and tentacles to make him more 'alien', but for the most part, its just a good old fashioned hammy actor-turned villain.

-And, Madame Webb appears. I realized that I hadn't made any plans to include her despite the fact that she had a very core purpose in the old cartoon and that, to some extent, the Arachne featured in _Spider-Man Turn Off The Dark_ had, following the rewrite, a lot of similarities to Madame Webb. It kinda makes the fact Julia Carpenter's replaced her in the comics somewhat amusing thinking about that considering she used to be called Arachne. So, I decided to include her. I'm going with the 'mystical entity' character from the show, as I feel that would work better than the comic version.

-I admit, the invasion scene was partially based off of Secret Invasion. But, in my defence, its probably the only big Quesada-era crossover event that actually started off as a good idea and ended mostly as one, and the only story other than Dark Reign (which even there, its more of the ideas used in Dark Reign were good but would only work themselves if you ignore half the previous continuity) that I liked. Like all of them, they would have worked better as an AU miniseries of some kind, but that's my opinion on all of Quesada's fanboy crossover events, and decisions and moves, and anything he wrote or ordered to be written or twisted the arm of a writer to make it or many of his... Ok, I'm just ranting now. Point is, I like Secret Invasion, but still falls under the category of 'Joe Quesada's hack work'.

- And, unrelated, as corrected by Paycheckgurl, turns out Felicia is now dating Murdock in the comics, not Peter. I'm not sure if this is a good thing or a bad thing, although I haven't read much lately and I still thought Matt was all crazy and all after Shadowland. Hopefully this doesn't lead to Carlie Cooper and Peter hooking up again, and hopefully with Joe Quesada no longer in charge Slott will actually listen to the fans. Well, most of the fans, there is a couple of fan pockets who either support OMD because they don't like MJ or actually _like_ Carlie Cooper (I've actually seen people who think she's a better character. How? She has no defining personality, changes her appearance all the time, has all the telltale signs of a Mary Sue, has basically been forced onto people worse than Wesley Crusher or Smallville!Lana Lang (Yes, I FINALLY got around to watching Smallville. First season in and its not half bad. Cars seem to run on explodium, but its alright), gets high and mighty over little things, broke up with Peter because she thought that she, the girl he's known for little over a year in-universe and only been dating for a month or so, was more entitled to know his secret than his friends and family (well, not her given reason exactly, but she broke up with him because he didn't tell her he was Spider-Man, despite the fact he hasn't told Aunt May or Harry or any of his friends. She actually gets annoyed when she finds out MJ did know, because its not like MJ was, you know, his friend for YEARS, his girlfriend for EVEN LONGER than that (not to mention his wife for twenty years), and actually knew before she even knew him. What, did she expect him to introduce himself to her and tell her he's Spider-Man the first time they met, or just bring it up in conversation? Secret's need trust, and you can't earn someone's trust in a year. Not like she hasn't kept any secrets from him), and other than one funny scene in one issue has contributed nothing positive to the books. Mary Jane, other than a few bouts of OOC moments (like everybody else in Comics at some point), is almost always a legitimately likable character. She was insanely shallow in the beginning and rejected a romantic relationship with him, but that's because, unlike Carlie, she had a little thing called 'development', and ended up growing as a character). Yes, I'm being opinionated and even a little hypocritical here, but at least I'm not supporting a story that had massive plot holes and character derailment or supporting the use of a Mary Sue. I may hate One More Day and not understand how anyone could, but at least my hate is based around more than just what it did. Whether you like marriage or not (note that while I'm not actually anti-marriage, I don't really see the point of it beyond its religious significance), that story was BAD. But, so was most of Joe Quesada's run in Marvel, as said before, not just limiting to his effect on Spider-Man.

-Connors lesson, along with various previous lessons, were inspired by my real life experiences in science lessons. Part of my Forensics course is learning AS Chemistry again along with Human Biology, so it helps to keep these lessons realistic since they are, you know, virtually identical to lessons I've had. But, it adds one more benefit: I just conveyed a two hour lesson into half a scene, and if you all remember that, it means I just gave you knowledge. Knowledge for life. Of course, there's more than just carbonate and sulphate, but those were the ones I was taught, so it would be simpler.

-One, unrelated question. I'm thinking of collecting one or more of the DCnU's New 52 books, but I'm not sure which one. I've never really followed DC (I've read a few things and read up on stuff, but not the the same extent) like I did with Marvel, and even there compared to most people I've only just started doing that, so I'm not sure which title would be good. I'm not sure about Batman and Robin since I proffer Tim to Damian, and I'm not particularly interested in the new Teen Titans run. I kinda miss the Justice Society since I liked a couple of their characters (especially Cyclone. That girl is AWESOME! Even if the artists can't keep it in their pants long enough to draw her without trying to make her look like she hasn't got underwear underneath her dress thing) and from what I can tell they're not going to be in any of the current books. Has anyone read anything they'd recommend?


	14. My life Sucks

So, it took me a while, but like I explained on my X-Men Story, I was really overworked this year of college.

...

The last thing he remembered was entering the factory, then it gets blurry.

Peter wakes up slowly, clicking almost instantly that he's tied to a chair alongside Felicia, as Shocker stands guard opposite him.

"Well, that must have been some party eh?" Peter quips, trying to lighten the tension.

"Shut up." Shocker snaps in reply, cracking his fingers as he moves towards him, punching him once across the face. "Yeah, now look who's got all the power."

"Ok, first off, Owe. Secondly, where are we?" Peter asks as he starts to look about.

"Somewhere, you don't need to know." Shocker replies, walking back to his original seat.

"We're still in the toy factory aren't we?" He asks, getting punched in reply. "Take that as a yes. And again, owe. So, what's the plan?" Peter tries to slip out of the knots, but struggles to do so. "Is this a birthday party or something?"

"Yeah, its like a birthday party, except the exact opposite." He mutters, powering up his gauntlets as Felicia begins to wake up.

"Oh, so you play Crash Bandicoot too." Peter snarkily smiles, only to be hit by Shocker's gauntlets when they fire at him.

"What's the matter? Do they hurt when you're not leaping out of the way?" Shocker asks him. "Well, get used to it, you're not dodging any more."

"Huh, so I'm trapped to a chair, got an idiot torturing me, and my suit is beginning to chafe my neck. So, its official..."

'**My life sucks'**

"Yeah, right now it does." Shocker adds, hitting him once more as he notices Felicia is waking up. "Well, your girl's got just as hard a head as you have then, don't she?"

"Rrrr...Peter?" Felicia groans as she begins to realize where they are. "...Did, did you get me captured?"

"Well, I like to think it was a team effort, but..." Peter replies, turning back to Shocker. "So, where's Mac, Cheese, and the other guy?"

"Gone to speak with Tinkerer, they're getting him out of the city and left me here to watch you."

"Oh, is that because you're such a loser that they didn't want you to go with them?" Felicia asks, getting hit herself in reply.

"Probably." He mutters under his breath as he takes off his mask to drink a glass of water. "I don't get any respect around here, you know that? You two treat me like a joke, Tinkerer treats me like I'm an idiot-"

"Well, that's probably since you are a joke, and an idiot." Another comment from Felicia, and another black eye to join the other one.

"-And then, Gargan doesn't even trust me with any info." He adds, tossing the glass at a wall. "Doesn't tell me what the goal is, or what the plan's going to do, or how much money we're going to make, or what the hell you two are. He knows about you, he knows who you are and what you are, but he won't tell me what. Apparently I can't be trusted with that info. So..." Shocker picks up a hammer, a large one which he bats in his hands. "I'm going to ask you, tell me who you are."

"What? You want me to tell you my life story?" Peter asks, tilting his head. "Ok then, my name is I C Weiner, I'm a spider bitten by a radioactive man. How about that, you buy that?"

"I mean it!" Shocker shouts, hitting him in the knee with the hammer. Peter lifts his head up while trying to hold back from yelling, moving the leg slowly back and fourth to put see if its broken. ""

"Ok, firstly, owe. Secondly, fine, I'll tell you. I was born on a far, distant planet. My name is Kal-El, and I'm the last son of Krypton. My father Jor-El sent me to Earth to protect its people."

This time, the hammer hits his other knee.

"Ok, that one REALLY hurt." Peter mutters, still holding back yells of pain.

"For the love of god, stop messing with him." Felicia snaps at Peter. "Do you want him to kill you? Stop with those annoying nerd jokes."

"What? You want me to just tell him who I am?" Peter replies, turning to face her, or at least the best he can, as he begins to appear angry. "Do you honestly think that would get us out of here?"

"No, bur it'll stop him killing you! Seriously, just stop taunting him!"

"Hey, both of you, don't-"

"Well maybe I'm buying us some time! Besides, how do you know I'm not telling the truth? Maybe I really am a Kryptonian living on earth, did you think of that? Why else would I wear red and blue spandex?"

"Seriously, will you two-"

"I just assumed it was for the same reason you like musical theatre so much."

"Hey, I don't like musical theatre, I love it, so get that right. And secondly, you watched the Tony awards, you heard the song, its not just-"

"Seriously, what is the matter with-" As Shocker's guard is let down, Peter pulls himself back, landing on his fingers, using them to push himself off the ground and into Shocker, breaking the wooden chair on him as he does so. With a quick move, he tears the ropes holding him down, before grabbing and ripping the gauntlets off of him. He crushes them in his grip, before grabbing the web shooters they took from him from the table they were on, using them to quickly web them up.

"See, I told you faking an argument would always work to get out of a sticky situation. Now, aren't you glad I made you watch Bad Boys one and two?"

"No, still doesn't change the fact those films were stupid." She replies as Peter rips the ropes off of her to free her.

"You say that about every film I make you watch, had MJ been here right now you'd be dead to her again." He adds, looking towards the side as he tries to use his Spidey Sense to check for anyone else in the building. "Ok, nobody's here, so we'll need to track down Tinkerer before he can escape."

"Great, now all we need is to become psychic and find out where he is." Black Cat quips, as Peter looks about, stopping on Shocker.

"So, Herman, any idea where Ol' Tinkler's gone?" Peter asks, crouching above him.

"Bite me." He spits out, trying to ignore him.

"Ok, Cat, do you want to bite him or should I?"

"I hope you're joking. I'm not going to bite him."

"Do you want to know where the bad guys are? Or would you rather-Duck!" Peter pushes her back, as Kraven lunges at them, his claws just narrowly missing his nose as he flies past, sliding to a stop a few feet away. "Never mind, we now know where they are."

"So, Schultz couldn't even keep you down." Vulture comments as he perches above them, watching in disgust as Peter and Felicia get back-to-back.

"Will you two deal with them, we have a lot of work to do." Tinkerer tells them as he reveals himself, walking past them and heading into another part of the factory.

"Hey, look at that, we found Tinkerer."

"You know, this always happens when I'm with you. I hope you know I'm going to blame you for it." Felicia tells him, in a more joking manner than usual.

"Don't worry, I blame myself a little too." He replies, cracking his knuckles as the two villains move in. Vulture holds out his arm, firing some weapon he's installed onto it, which fires a long metal cord at him. Peter grabs it inches away from his face, but before he can make a comment, three 'finger' like smaller metal wires extend and wrap around his face, ensnaring him, before Vulture flies off, dragging Peter by his head. "Oh bulbasoars."

As Peter is dragged off, Felicia dodges Kraven's attempts to slice at her, slipping side to side, before throwing herself out of the way, rolling on the ground and grabbing whatever she can find, a small metal pipe being the first of which.

"Hm, you ever hear what they say?" Kraven asks as he pulls out his large combat knife. "Never bring a pipe to a knife fight."

The two begin circling each other, holding their weapon out and ready to strike. Kraven, in an act of psychological warfare, tosses the knife back and fourth between his hands, flipping it once or twice in the air briefly as well.

Felicia responds by tossing the pipe at his face, and when he ducks, she runs at him, kicks the knife out of his hand and kicks him in the throat, spinning with her foot at his neck to kick him a second time in the face.

"Yeah, and didn't you hear not to pick on girls?" She stamps on him once to stop him getting back up while wrapping him up in metal wire. "It's not a rule, its a warning."

...

"Can't you fly in a straight line! ?" Peter questions as Vulture spins around a lot, flying in zigzag fashion, causing Peter to face plant into the buildings. "Oh wait, I forgot what they say about elderly drivers, this is the best you can do, isn't it?"

"Will you shut up and let me kill you?"

"Nope, sorry, I'm not the kind to just let my enemies get their way." Peter replies, gripping the wire and pulling himself up it. "You know, weren't you like, a respected head of some department at OScorp or something? Why are you hanging out with losers like Gargan and Schultz?"

"They offered me a lot of money to help cut off your face. I accepted. Its that simple. Now, DIE!" He flips over, tossing Peter in front of him, only for him to keep hold of the wire. "What do you think you're doing now?"

"Simple, its called science." Peter replies, climbing far up the metal cord and stopping, holding it tight with one hand. "Specifically, physics. You know, my stickum powers do more than just make my hands all dirty when I'm done walking over walls, they do a lot with friction."

Peter holds his free hand out, aiming at some buildings and firing lines of webbing.

"And, you know what happens when you put too much friction onto something? It tends to get really hot, and weaker."

The webline connects, and pulls Peter back. His hand, still gripping the wire, is pulled down, with his stickum powers making this a difficult task. The wire threads are melted and torn, allowing it to break, and freeing Peter.

He freefalls for a second, pulling the wire head from his face and turning back to Vulture, firing two lines at his arms and pulling up, their combined momentum pulling Peter fast enough to put him right on top of him. Literally.

"Hi there!" Peter grabs his shoulders, pulling him up so he can see him in the eye, before letting go, gripping to him with his feet and acting like he's surfing him, pushing down to aim at the buildings. "Now, let's just get ride of these things..." Peter grips and rips off the stabilizer wings on the back, and spinning a web onto a building to make them fly in a different direction. "...And try something a bit more freestyle."

They fly up in a straight line, Peter leaning forward to reduce the air resistance, before hitting Vulture from either side of the head to knock him out and cause them to fall down.

"Avoid the curb, avoid the curb, avoid the curb." Peter mutters as he spins web after web to reduce their momentum and change their trajectory, trying to avoid collateral damage, but is unable to completely do so, causing them to fly into a subway opening.

"...Spins a web, any size. Catches thieves, just like flies. Look out, oh, here comes a Spider-Man." A man with a guitar sings in the subway. "Spider-Man, Spider-Man, friendly neighbourhood Spider-Man. Is he strong? Listen bud, He's got radioactive blood. Can he swing from a thread? Take a look overhead, Hey there, There goes the Spider-"

Then, Peter and Vulture crash through the subway, the latter crashing into a stationed train and dinting into the side while Peter face plants into a beam of concrete. He pulls himself out as Vulture begins to regain consciousness, and turns to the man singing.

"Hey, I'm not sure if I gave you permission to sing about me. You know, there's a couple of copyright laws that singing about someone without their permission would break." He tells the person, though is likely a little delusional or not thinking straight, since he did just face plant into concrete. As he continues, a metal wire is shot around him, tightening as Vulture flies back out, pulling Peter with him. "You'll hear from my lawyers!"

Peter is yanked out of the subway, flying up into the air as Vulture spins around, tossing Peter into a building and down the glass windows, then across the street before being pulled back up, while Vulture grins in delight.

...

Back with Black Cat, she finds herself tossed out the window, flying across the street painfully. She begins to pull herself up only to spot Kraven flying at her, and as suchlifts her feet up, catching him and kicking him forward while rolling, tossing him into a metal fence.

"Done yet?" She asks as Kraven pulls himself up.

"Not even nearly. You?"

"Hm, I could do this all day." She takes a fighting position, cracking a smile. "Lets see about you."

Kraven lunges, drawing out his claws and slicing, but she swerves left and right to dodge, hitting up with her knee to his ribs, with him countering with an elbow to her cheekbone. He's knocked up a little as she's knocked to the side, where he runs and tackles her through the metal fence, crashing the two of them into Central Park.

They crash into a three, braking it in half, and likely breaking a few bones too. She stops him with another knee into his lower gut, winding him enough to hit him atop his head with her elbow, before turning to deliver a backhand upside his head.

He stumbles back, crashing into a tree, before deciding to screw the rules and pulls out a hunting pistol, firing at her.

"No sense of sportsmanship, huh?" She comments while diving out of the way.

"Of course, I just know that in combat, there are no rules or sense. Just victory and defeat." He replies while firing off a few more, driving her closer to the lake, before tossing the weapon aside and running at her, leaping and kicking her before she can dodge, knocking them both into the water.

She pulls herself to the surface, but he grabs her from behind, wrapping his arm around her neck and pulling back, seeing which of the two can hold their breath longer.

She kicks and hits, but he ignores all the pain while trying to drown her, causing her to try to think of another strategy.

It's getting harder to move, and she's running out of oxygen and energy. She tries to dig around the small compartment on her uniform which holds her various tools, but can't focus clearly.

Her muscles are burning, they don't have any fuel, and she's getting closer to breathing in. She can't tell what she's got in her hand, but it has to be useful. She feels around for a trigger or switch, pressing and tensing up.

The water suddenly becomes volatile, as an electric charge hits it from the taser in her hand. Of course, a small taser isn't enough to kill everyone, its enough to make Kraven let go, and give her time to shove said taser into his mouth and zapping him with as much power the small device can muster. He is soon overwhelmed and drifts into unconsciousness, and she, despite her own injuries and exhaustion, drags him out of the water, plopping him at the side as she too collapses next to him.

...

"So, how long do you think he'll last up there?" Randy asks Kenny as the two of them, alongside the school, stand outside and watch from bellow as Vulture tosses Spider-Man about above them, with the stakes not looking too good.

"Probably a few minutes. Looks pretty bad."

"You kidding? You know who that is right? You've seen him do all that crazy stuff he can do, no way is Spider-Man going to lose to some old dude dressed like guy from Halo with wings." Flash tells the two, almost as if lecturing him.

"Gee, if you like the guy so much why don't you just marry him."

"Hey, don't judge, that'll be legal sooner or later." Flash replies while laughing a little.

"So, what happens now?" MJ asks Harry as they watch his father's jet land, and Taskmaster step out, his mask pulled up so he can smoke a cigar.

"Well, we just stand still, and listen to the scary man working for my dad."

"Ok, various, civilians. HAMMER's sweeping this area in case any of these robots are left. If you want to help, play nice and do as I tell you." Taskmaster announces to them, but soon realize the teenagers aren't paying attention. In retaliation, he takes out a gun and fires into the air. "Hey! I'm talking! Get back inside and hide."

"They're already safe, there's no more of those things left." Daredevil interrupts as he drops in front of him, blocking him from getting to the children.

"Can't you hear me red horn? I'm with the government, do as I tell ya' and you might all live."

"We'll take our orders from the authorities, not you or any other psychopath working for a bully with a big company."

"Hey, you're talking about my dad there." Harry shouts, but is ignored.

"What, you don't like working with psychopaths all of a sudden then. How's that Moon Knight character you're always hanging out with? I bet he's not missing a few marbles then, huh?"

As they argue, Taskmaster's radio blares, causing him to take it out to answer it while ignoring Daredevil as he turns away.

"Yo, Osborn. Yeah, took out all the bogies, but there's a school full of snot nosed kids and that Daredevil guy right in the hot zone. They're pretty much open to attack if there's any-what was that? Oh, really? Well."

He makes a talking motion with his hand before tossing the radio away as the man on the other end continues talking, while turning back to Daredevil.

"Look, I've got to deal with something else, you do your country a favour and just keep all these kids from leaving until the military can arrive and assess the damages, Ok? That sound fair to you?"

"I was already planning on keeping them safe, I don't need you to tell me what to do." He replies while continuing his glare.

"Whatever, I've got to go get back to HAMMER already." He tosses away his cigar and picks back up the radio, walking towards his stationed jet as he begins to enter it. He stops, firstly, looing back up to see Spidey continue to be tossed around by Vulture, letting out a little laugh. "Better give that kid some chance."

He takes out one of his guns, holding it up and firing. The bullet flies up, faster than a speeding...bullet, before hitting and cutting the metal wire, freeing Spidey.

"Whoa!" Peter yells as he flies up from this, the metal wire detaching from its place on his body as gravity begins to catch up, allowing him to freefall. He begins to fall fast, but is too highto web swing, meaning he has no way to slow down. "And that's how it all ends. I fall to my death like a depressed stockbroker. Wow, that was really dark for me. I guess altitudes with low oxygen turn me into a jerk. I'll have to remember to do something about-"

He's cut off as he lands face first into the nose of Taskmaster's jet as it hovers in place, having caught him before he fell to his death.

"Hey, you know, paying attention when falling is usually a smarter idea than talking to yourself." Taskmaster quips while the glass cover is lifted, allowing him to talk. He looks up at Vulture, who just floats above, watching them while circling like the bird he gets his name from.

"Yeah, well, I'm not always so smart. Wait, you're that guy who tried to kill me that one time. The one who saw my face."

"I did? Sorry, I haven't got the best memory for details. I only remember the important stuff." He replies, shrugging a little. "So, you want help or should I head home?"

"Well, I could use someone to deal with Birdbrain up there. I have something important to do."

"Fine, I'll deal with them, you go do that, silly little hero thing you do." Taskmaster nods, but before Peter can reply he closes the cover above him and does a barrel role, dropping the surprised Peter off as he turns to face Vulture.

"So, Toomes. Osborn wanted to see you." Taskmaster calls out as Vulture lowers to speaking distance.

"Mind elaborating? Osborn wants to see me about a lot of things."

"About you working with Tinkerer. Yeah, he's pissed at you, taking money from a criminal and giving him OScorp resources, and you didn't think to bring Osborn in on this deal?"

...

"Did the invasion work?" Fisk asks the figure on his monitor, as the Tinkerer sits in front of a camera on the other end, sitting on a comfortable looking chair, as some hired muscle behind him move around boxes behind him.

"As a distraction? No, Spider-Man and his meddlesome friends managed to take down Beck and dismantled the robots." The Tinkerer explains, rubbing a small cloth over the lenses of his glasses. "But, as a research project? I got everything."

A window pops up, showing footage clips from the 'aliens' point of view as Spider-Man, Daredevil, Moon Knight, Black Cat, and New York's police department fight back and destroy the robots.

"So, what did you learn?" Kingpin cracks his fingers, watching it play.

"I managed to analyse their movements, get a vague idea on their fighting skills, personality, and make a simple profile of each, just like you paid me to. I couldn't get any identities, but this is the next best thing." He explains, leaning back as footage of Moon Knight plays. "Homicidal maniac, a depraved psychopath, and most likely a highly functional sociopath who may very well be the last person you'd expect. Has a form of multiple personality disorder with schizophrenic characteristics, and above all else, a criminal psychologist's dream come true."

Kingpin nods as he listens, motioning for him to continue.

"As for his skills, he's got some decent training, to say the least. He's definitely former military, I'd say a SEAL, likely worked as a gun for hire when he undoubtedly got kicked out for his psychological issues. Though, I highly doubt his tools are home made, he's got some financial backing to him, probably owns a company at least the size of your own."

"Hm, go on."

"Now, Black Cat. She's-"

"Not a problem, I know who Black Cat is. Hell, I know where she lives and where her spineless geek of a boyfriend goes to school, skip to Daredevil."

"Ok then, Daredevil." The footage switches to the Devil of Hell's kitchen himself. "Now, he's much more healthier than Moon Knight, but at the same time has the psychology of a serial killer. Or, two, serial killers. His main targets are Mobsters, especially your boys, and people who get acquitted of charges. He's got a different fighting style, but still just as dangerous. He has training that appears to be of eastern origin, like he was trained by a ninja. You've had dealings with the Hand before, you know what to expect. He's definitely received training of their level."

"Anything else?"

"Yes, his senses are extraordinary. He appears to react to the tiniest of sounds and smells, much more so than anyone else. But, if that's not impressive, Spider-Man is."

"Go on."

"Spider-Man, he's not human. He's almost definitely a mutant of some kind. You've heard of those things, those freaks of nature SHIELD have been covering up, he's almost certainly one of them. He has super human abilities. I mean seriously, he has super powers. I've never seen anything like it. He's strong, far stronger anyone with his size should have, and he's faster, I wouldn't be surprised he was faster than a bullet. And his senses are on the same level of Daredevil's, but he appears to react to movement instead of just sound and smell. And then, his durability. He's been put through some serious damage while fighting, one of my machines punched his head through concrete wall and he got back up. A concrete wall. I mean, he literally went head first into a concrete wall and not only lived and stayed conscious, but then carried on like it was nothing."

"I get it, he's a mutant. What else?"

"Well, I'm unable to get a psychological study on him, but what I have figured out is he has no combat training to speak of. No military, no martial arts, not even a self defence lesson from some old lady at a community college class. He's relying solely on his abilities. Someone with training could likely hold their own against him, but I'm not sure if they'd last long. Fisk, if you're planning to go after them, I would consider arming yourself with the best."

As he says this, one of Fisk's bodyguards falls to the floor, a pencil lodged in their head.

"Sorry I'm late, traffic was terrible." A figure with an Irish accent announces as they begin to walk into his office, Fisk smirking as they do so, before turning back to Tinkerer.

"I already have. Thanks for all your information Mason, have a good day." He says to the figure on his screen before closing it, and turning back to the figure, who is now perched by his minibar, resting their feet on the body of the guard they killed with a pencil. "Bullseye, nice of you to drop by. I have a job for you."

...

Peter arrived at the toy factory quickly, exhausted and tired from being tossed around by Vulture, but ready to fight whatever comes at him.

He climbs along the wall, slipping through one of the many smashed windows, and slipping across the walls undetected.

He drops into the big room, slipping past the machinery, trying to look for him.

"This would be a good time to spontaneously develop X-Ray vision." Peter notes to himself, before the familiar feeling in his neck returns and he finds himself diving to the side, as Gargan lands just next to him, cracking the wooden floorboards as he does so.

"Well, nice to see you come crawling back."

"Really? So you do like me." Peter flips back to avoid the swing of his tail, rotating in the air and swinging back as Scorpion lunges at him, allowing him to turn and kick him in the back of the head. Scorpion, unfazed by this, turns and punches him hard in the chest, hurling him back towards a wall. He webs onto two heavy pieces of machinery, using his momentum to pull them together and smash into Scorpion. "Maybe when the doctors are done fixing up your face we can go to the beach or something."

"Rrrr..." Scorpion growls, as he lifts the two heavy machines up, lunging at Spidey and smashing at him with them, like with two large metal boxing gloves, as he darts and rolls out of the way, diving onto his back and wrapping webs around his arms and pulling back, making him drop the machinery and fall back. He tries to gut Peter with his tail, only for the arachnid hero to let go of the web, ducking out of the way to dodge the initial strike...but not being fast enough to dodge the second stab, as he's lifted into the air, impaled on the toxic metal blade.

"Ok, now this, this really hurts."

"Yeah, I bet it does." He pulls Peter up once, almost bouncing him to further the blade's impalement, swinging him side to side, all to taunt him. "I bet you're burning inside right now, aren't you? You're starting to find it harder to breathe, and you can't seem to get a big enough breath."

"Yeah, kinda." He mumbles, struggling to pull himself from the blade.

"And now, your muscles are beginning to shut down, and all you want to do is give up, am I right?"

"Not even close." Peter punches him once, firing two web lines to pull himself up off of the blade, ducking behind cover. Scorpion wipes the blood off of his tail, before climbing up after him, only to find him gone, with just a trail of blood in his place.

"Hm, so now you want to play games. Ok, I'll play. Come on out Parker, lets see how long you can keep this up."

Peter climbs into a small window leading to another room in the factory, only to lose his grip and fall, hard onto an abandoned conveyer belt, as he tries to hold back the blood poring out of his abdomen.

"Its Ok Peter, you've been through worse." He mutters to himself. "You did once get shot in the head at point blank range and actually died for a few hours before, right?"

Then, his head begins throbbing, as the sound of metal creaking is heard, and the conveyer belt he's resting on is knocked over and smashes into another piece of machinery.

"You think you can escape that easily?" Gargan shouts, tearing another large machine from its place and tossing it at him. He just manages to get out of the way with a fortunate web line, managing to escape a third piece of machinery right afterwards.

He lands on a small platform, taking a second to breathe, before the throbbing returns, and a hard foot hits his stomach.

Gargan cracks a smile as Peter is launched into the ceiling, landing face first, and falling back, hard, onto another convey belt.

"Ok, I would, really, REALLY, appreciate you, not, kicking me, where you just stabbed me." Peter mumbles in between breathes, clutching his stomach and trying to hold back the blood flowing out of his open wound.

"And I'd appreciate it, if you'd stop trying to fight back all the time." He replies, lunging up onto the conveyer belt, grabbing him by his throat and holding him down.

Peter grabs onto his wrist, trying to free himself, while looking about for some way out.

Then, it hits him. A toy factory. Gargan and him fighting, him losing. What he saw when he was abducted by that crazy talkative future lady.

Gargan waves his tail about behind him threateningly, like a taunting gesture from a cruel predator, or something out of a Ridley Scott film. "Why is it, Parker, that you're so adamant, so determined, to not just curl up and die. Why don't you just do everyone a favour, and give up? It'd make everything easier for you, your friends, your family."

"Because, I know I have to win."

"Well, too bad today that's not going to happen." He tightens his grip around his throat, as Peter reaches around bellow the conveyer belt, trying to find something.

"Oh, I'm still going to win today."

"You think so?"

"I know so."

"And why's that?"

"Because." He finds what he's looking for, a small metal lever. "A creepy omen lady told me I was."

He pulls the lever, starting the conveyer belt up, pulling the two up fast, as nearby machines begin moving, causing a metal robot arm to swing around and hit Gargan across the face, freeing Peter.

As if some kind of Rube Goldberg style machinery, this is followed by another piece of machinery above them moving, only for it to break down and drop random pieces of metal above Gargan, crushing him slightly.

"Great, now I have to thank that creepy lady now, don't I?" Peter mutters as he pulls himself up, tearing off the upper portion of his suit to use it to wipe away the blood on his abdomen, and pulling himself back up, gripping through the pain as he looks about. "Ok, enough talking to yourself Parker, you're not done."

He drops to the floor, dragging himself towards Gargan as the larger man begins to recover.

It only took five loads of webbing to cocoon the barely conscious villain, before pulling himself to his feet, only to fall back down afterwards.

He looks side to side, as he senses movement bellow. Someone under the floorboards, moving. There's a basement.

Tinkerer wanders down a dimly lit hallway under the factory, looking for a secret exit while holding two suitcases. The wooden ceiling above him smashes, as a hand grabs him by his collar and pulls him out, turning and pinning him to the floor.

"Ok, Tinkler, I think that's the last of your goons, so..." Peter trails off as he notices something. Tinkerer's face, his nose seems out of place and his cheeks are too wrinkled, and the skin on his neck looks like its pealing off into a thick layer. "Oh, you gotta be kidding me."

Peter grabs the nose, pulling his face off to reveal the pained expression of the Chameleon.

"Oh, no. No, no, nononononononono NO!" Peter tosses the latex mask onto the floor as he pulls them up, pushing and pinning them against a piece of machinery.

"He, hehaha. I'm sorry." Chameleon laughs, speaking with Tinkerer's voice. "The princess is in another-"

Then, Peter head butts him, knocking him out.

...

"...So how's the plane?" Kingpin asks over the phone as Tinkerer sits comfortably in the seat he was sat in earlier, looking out the window as the private jet pulls up into the air and off the runway.

"Comfortable, but could use some more hostesses." He replies, as two women pour him out a drink. "And maybe some finer wine."

"Has Spider-Man beaten Gargan yet?" The crime lord asks, as Tinkerer looks down at a small monitor, watching security footage as Peter snaps out.

"Yes, and he's predictably pissed." Tinkerer laughs, closing the monitor. "But, I'd like to forget about him for now. How's the castle in Scotland? Is it as furnished as I asked it to be?"

...

"Felicia, pick up already. Come on, Felicia." Spidey swings, still covered in blood, his suit torn all over, and in general, looking like he just came back from a battlefield, all the while holding his phone to his ear.

"Hello?" Felicia answers the phone, as she slowly gets up, having fallen asleep by the water.

"Oh, now you decide to answer. What, did you decide to let it ring for...an hour or so first?" He rambles a little, landing on a building. "Are you Ok?"

"Yeah, I'm fine. Just got electrocuted by my own taser, but I'm fine. You?"

"Well, I discovered spandex isn't very good for absorbing blood, but I think I already knew that, since its not exactly known to be good at absorbing liquids, you know its why its better used for-"

"Peter, stop being nerdy. I told you about that."

"Sorry, just low on blood, tend to talk a lot when I'm low on blood. So, you're Ok? Definitely, you're fine?"

"Yep, I'm walking, moving, and talking apparently."

"Good, I need you to go to my house and check on my aunt. I probably shouldn't of left her alone with all this happening. Though, knowing Aunt May, it was the aliens that needed help. Seriously though, go, home, please, for me, check on her."

"Fine, I'll go. What about you?"

"Me? I got school."

...

"...Ok, I think we can safely say the lesson has finished." Doctor Connors starts, two hours later as SHIELD clean out the area, and they've been returned to their previous lesson. "And, congratulations, you all get..."

He turns around, spotting Peter, sitting in his desk, looking like he's came back from a warzone, with a few of the other students looking at him as if he's just appeared out of nowhere. MJ sits next to him, smiling happily until she turns to others, see's Peter sitting next to her, and falls off her chair in shock. He smiles, placing a small stuffed bear, one with 'Happy Birthday' stitched onto the stomach, he got for her on her desk.

"...A's. So, Mister Parker, so how was the war zone?" Connors asks. "Is Felicia Ok?"

"Yeah, she's fine." He replies, panting a little. "But, you're right, not a good idea to go out there."

"Yeah, you don't say Parker, have you seen those things?" Flash comments. "So, where's your girl now?"

"Right now, Eugene, my girl is back at my house, checking on my aunt."

"What happened to you?" Harry asks, noting his war torn appearance. "And, why do you smell like blood?"

"Well...while I was out there, one of those aliens attacked and...I had to dodge some laser blast." He starts to explain, as the class all begin to turn their attention to him. "So, I had to do this, really long and overly complex sprint out of the way, and eventually I just dived through a sheet of glass to get out of the way. Then, there was this explosion, and I gotta tell you, explosions are not nearly as awesome in real life as they are on television."

'I'm lying, they totally are.' Peter thinks to himself, while continuing with his story.

"And then, this bus got tippled over, and Spider-Man was there, and..."

...

So, after Peter tells his class a totally awesome lie about why he was so torn up, he did what any good super hero would do after all this. He returns to stopping looters and criminals.

"Hey, buddy, alien invasion may be over, but this isn't Falling Skies, you want that TV, you have to pay for it." Spidey comments, as he webs up a looter who tried to steal a TV, all the while wearing the same, blood covered torn up suit.

Two more looters, trying to steal a wide screen TV, try to sneak past him, only for Daredevil to drop on one, catching the TV before it falls and hitting the other with it, placing it back in the store.

"Well, where've you been?" Spidey asks, webbing up the two.

"Helping school kids. You?"

"Oh, I went to Narnia. Yeah, that white lady really is something. She gave me this candy, but then it made me get all freaky, so I had to get out of there." He replies simply.

"You sound like you've lost a lot of blood."

"Yeah, I know. So, where's Ol' Moonster?"

"At the hospital."

"He get injured?"

"Nope, he delivered a baby. He's at the hospital making sure its Ok."

"...Seriously?" Peter raises an eyebrow behind his mask, then bursts into laughter. "You've got to be kidding me. Seriously? Moon Knight? Delivered a Baby? Do we have any pictures? I gotta tweet them."

"Not as far as I know. So, what happened to Tinkerer?" Daredevil asks, as the two climb up onto a building to talk without looters staring at them.

"He got out of the country. I thought I had him, but it turned out it was Chameleon, so I head butted the snow faced freak and left him hanging outside Stacy's office. So, any idea what we do now?"

"Now, we move on to some bigger prey." Daredevil explains, taking out a small, crunched up news article and tossing it as a paper ball to Spidey. "We're going after the Kingpin."

...

Next time-

Felicia makes up her mind and gets ready to leave New York, but asks Peter to come with her. Meanwhile, Peter begins tracking the remaining escaped courthouse criminals, and has to make one important decision in life: A happy life with Felicia, or keep the promise he made to his dead uncle.

...

Notes:

-Not sure if anyone got that Crash Bandicoot joke, there was a line in Crash Twinsanity by Neo Cortex who planned a trap for Crash, and said it was 'like a birthday party, but the exact opposite'. I thought it'd make a fun reference. Ah, how I miss Crash Bandicoot, they haven't made one since I was 15, it sucks that they're taking so long.

-Amazing Spider-Man came out, and its probably the best Spidey film, in my opinion. They got Peter so right. He was nerdy, awkward, and a regular outsider as Peter, but Spidey was brave, determined, and funny as hell. They gave him some really cool development as well, and they portrayed him becoming a responsible hero as a source of character growth instead of him just learning instantly. It was awesome. They made Spidey really realistic too, while obviously, radioactive spider equalling super powers is still unrealistic and all, but the way they portrayed his character, it was awesome how real Peter was. He felt like a real nerd, not one of those Hollywood stereotypes of us. And the Lizard, god, the Lizard was unbelievably creepy, in an awesome and good way, and kept his tragic story and noble goals intact. A lot of people have said Peter wasn't a nerd and that the Lizard was lame, but I don't get how. Like I said, Peter was probably the most realistic portrayal of a nerd I've ever seen (I was paying close attention to that after I heard prior to watching it that he wasn't a nerd in the film, and I was really surprised that people thought he was an Emo, or a douche, as some called him), and the Lizard was really cool on how they managed to make him a really unstoppable threat. Seriously, watch it. Right now, apparently its a love it/hate it deal, but its really good in my opinion.

-And, continuing from that note, hello new Spidey fans who came in after the new film. Its nice to see Spidey's popularity rise so fast. My only issue is that a lot of the summaries for the various Gwen/Peter fics that have made all seem to be very similar and give out a lot of info about the film. Like, had it not already been spoiled by Wikipedia (honestly, why would they have in the plot summary for TASM video game mention such a small but important plot detail like you-know-who's death?), many summaries would have spoiled the aforementioned death scene for me. It did spoil the Peter and Gwen break up thing as well, but that's not as big a deal. So yeah, welcome, but please refrain from spoiling the plot for others who're yet to see the film. And, maybe focus on something other than Peter and Gwen's relationship, but that's a personal issue.

-Tinkerer got away and was working with Kingpin the whole time. Nice plot twist huh? I planned that out really early in the story arc, so yeah.

-Like a few chapters here, I felt Peter's friends didn't appear much, but I couldn't think of a way to insert them without it seeming out of place, so yeah. I tried at least, but that seemed to be more about Taskmaster and Daredevil. I'm really starting to like writing Tasky now, he's always fun to use. I like the idea of him being Norman's right hand man, so he'll probably become semi-reoccurring.

-So, that's the end of this arc...well, one more epilogue chapter, then that's the end. Next one is a bit more basic, no real villain, just a developing plot line. Arc afterwards is going to be big though. I mean, really big. Kingpin guys, needs to be big. Also included in the next two arcs are a trip to Asgard (including the Warriors 3, Odin, and Loki), MJ beating the crap out of Cletus Cassidy, a Pre-Avengers Iron Man team up, origin for Doc Ock, Hobie becoming Prowler, Daredevil and Moon Knight getting origin flashbacks, Ben Urich investigating Peter, and a few really awesome fight scenes. Collectively, that'll be about sixteen chapters, so hopefully I can get a big chunk of them done before college restarts and I'm stuck with tons of assignment work.

-Also, started a new story. Batman Evolution, set in a different universe to my other fics, and my first DC fic, but its the same basic idea. First chapter's basically an origin for Bruce, but the fic itself I'm trying to make like a CSI/Criminal Minds type story, only with Batman and Robin and Oracle and Nightwing and the others. So, yeah, if you like Batman, its there now. Though, it's a lot darker than this fic, and my usual fics (how dark? It DOESN'T have Humour tagged to it! Nope, instead its Crime!), but not like a dark and gritty way, more of like, imagine the darkest chapter in this fic (by my own opinion, the one where Silvermane crucifies Peter and then gets killed by Felicia and she gets stabbed, and a lot of mob guys get killed), and now imagine most chapters like that. That's my plan. Even turned Riddler into a serial killing psychotic narcissist. Basically the same guy, but now more of a criminal. So, enjoy that.


	15. I wanted this to work

So, this is it, the final chapter of this Arc, the epilogue, and the chapter that in all honesty I think I'm somewhat upset I have to do it (I may ship Peter and MJ, but damn it, I like Felicia and Peter, even if I feel I write her a little out of character), but at the same time relieved, and then dreading because it means now I have to write an angsty Peter for at least a chapter afterwards. But, here it is, Peter and Felicia's breakup.

...

Its raining, like it always does when emotional, usually sad events happen. Midtown High, opening night of the latest play.

Peter walks slowly, a blank, somewhat tired expression on his face. No hood, no umbrella, nothing to shield him from the heavy rain, nothing but his own hair and the shirt on his back, both of which are now heavy with water.

He stumbles through the heavy glass doors, though to him, like everything nowadays, he barely even notices them as he pushes past them, walking down the hall as his soaking wet shoes squeak as he walks, and leave a trail behind him, like a snail in a way.

He follows the sound of a girls voice projecting inside a heavy room, and in doing so finds himself at the entrance to the main hall, pushing open the doors and slipping inside, to watch the play perform.

"...Could'a been in the movies and had nice clothes. All them nice clothes like they wear." MJ projects on stage, dressed in a red summer dress, as another student stands near her, dressed like a farm hand, with the stage decorated to look like a barn.

Peter watches silently, noticing as MJ sees him, breaking character for a second to look at him. When the director motions for her to continue, she does so, returning to her lines.

"...I ain't told this to nobody before. And maybe I oughtn't to. I don't like Curley. He ain't a nice fella." She continues, still watching Peter, as he sighs, getting up to leave. He saw it, he fulfilled his promise.

Peter exits the school, slipping off his backpack to take out his web shooters so he can head somewhere else, when he stops.

"Peter?" He turns to see MJ, just following him, as she steps out of the school, into the rain after him. "Are you Ok?"

"MJ, your play..."

"Don't worry, I'm dead now, they can continue without me." She assures him, moving up to him and placing a hand on his shoulder. "Are you OK? It might just be the rain, but you look ready to cry."

"MJ, its...Felicia." He explains, as he tries to look away. She pulls him to face her, and he feels himself unable to think of how to explain what happened. "I tried, but I couldn't convince her. I didn't want it, really, I didn't want it to happen like this..."

"**...I Wanted This To Work"**

_This Morning._

"...I mean, we're great together and everything, but lately things just don't feel, right, in a way." Peter explains to a barber, as he sits back in a chair while the man cuts his hair. "Its like, we can't stop arguing, and its always over the same thing. Its stupid, but it just feels like we disagree too much."

"This, Felicia, have you tried talking to her about how you feel?" They reply, while having him tilt his head to the side. "Maybe if you tell her that you don't want to keep arguing, then that might help."

"Well, that's the thing, I have, but it just makes the argument come back up."

"What's this argument about anyhow? Oh, don't move your head please."

"Right. Well, its silly really, but we seem to want different things, even if we're still teenagers." He explains while doing as he tells him. "I mean, I only just turned 16 and I'm arguing with my girlfriend because of that, but its driving me crazy a little. She wants to drop out of school and invest all her time into this, hobby, we share, and she doesn't really need to worry about much since she's actually fairly well off. I mean, she's got as much money as Harry does, and doesn't have parents to share it with. But, I want to keep studying, and earn my way through life, and she thinks I should drop out too with her."

"What is this, hobby, again?"

"It's...Ugh...Playing video games."

"Video games?"

"Yeah...She wants us to, develop a new video game, since she could afford to do so." He explains, mentally praising himself for thinking of a more believable lie then she did.

"Ok, interesting woman your dating Peter. Say, what happened to that girl, the one you used to tutor? Didn't you have a crush on her or something?"

"Liz? Yeah, me and every other guy in high school. But, she got into an argument with Harry, and since he really likes her it would break the Bro Code, so I just stayed friends with her. Bros before nice young ladies and all that."

"Not sure if that's how the phrase goes. Well, Peter, my advice would be to confront Felicia, and tell her again what you want to do. If you feel like you want different things, you may need to think about moving on. You don't want to hold each other back."

"Well, I guess, but I don't want to put her on the spot in some kind of ultimatum or something. I don't like ultimatums, it just hurts everyone involved."

"Ok, your finished." The Barber tells him while brushing whatever hair is left on his shoulders and removing the sheet used to catch it. He holds a small mirror up to the back of his head so Peter can see what it looks like.

"Well, I look just the way I did at the beginning of the year. Good job."

"Hm, Strange."

"What?"

"Peter, you have some hair on your neck that didn't brush off." The Barber notes, trying to remove what he thinks are lose hairs. However, instead it just causes a quick lot of pain when he touches them, and causes Peter to have the same feeling he does every other time his spider sense goes off.

"Owe! Yeah, I think those are naturally there."

"Hm, then you have a very hair neck Peter. Should I shave them off?"

"No, the trims good enough." He gets out of the chair, reaching into his pocket. "So, how much is that?"

"Four thirty is about right. Of course, there's never anything wrong with a tip..."

"Here's five, and I'll see you again when my hair gets too big for my ma-hats. And, hoods, and stuff." Peter hands him the money, turning to exit while waving goodbye and allowing his next customer to get his hair cut. Once he steps out, he fiddles with the neck on his hair, once again causing the same jolt of pain as before and his spidey sense to go off. "So, that's why I always feel it in the back of my neck. Weird." He continues walking, distracting himself until he bumps into someone.

"Hey watch it-"

"Sorry! My bad I-Oh, hey." Peter stops when he recognises the young woman. Blond hair, Gothic dress sense, and a death glare capable of freezing hell. "Gwen right?"

"Sorry? Do we-Oh! The photographer, Patrick, Palmer right?"

"No, Peter, Peter Parker."

"Oh, right. The one who takes pictures of Spider-Man."

"Yeah, for the Bugle. You read it?"

"Not really. I'd rather keep my distance from any news on that guy. I really don't see the obsession with him, he kinda freaks me out."

"Spider-Man? The hero? How come?" He raises an eyebrow.

"Well, the way he crawls and everything. It just looks like some kind of contortionist. It really just looks...I don't know. And that mask? With the big empty eyes, and then no other features, its the fuel of nightmares."

"Well I guess that's understandable if you're not used to this city-"

"And then, the web swinging thing. I don't get that, since when do spiders swing from webs, and then the fact he could stick to any wall and literally be any-"

"Ok, I get it, you're not a fan!" He blurts, causing her to look at him awkwardly. "I mean, yeah, I agree. The guy's a freak, but at least it pays the bills and all. Well, I need to head home soon, so, I'll see you around."

"Probably not. My dad's sending me back to live with my mom soon, so..."

"Oh, yeah, I get it. Because of that...break out...thing."

"Yeah, my dad doesn't want to risk Cletus Kasady coming after me or anything. Won't even let me leave the house without carrying something to protect myself." She explains, opening her purse to show him the taser, mace, and even a small pistol, all from her dad. "But then again, he never used to let me leave the house unless I'm carrying some heat, so its not exactly new. Right?"

"Yeah, totally normal. I guess, for the kid of a cop and all." He rubs the back of his head. "So, I'll send you a friend request or something then."

"Right, sounds good. Well, bye...Pat-"

"Peter."

"Peter. Right. Bye Peter." The two wave goodbye, while going their separate ways.

"The mask isn't THAT creepy." He mutters to himself. "And I don't look that freaky when crawling."

...

Peter arrives back at forest hills, only taking a few blocks worth of web swinging to do so. After slipping into a nearby alleyway to change back, he walks the rest of the way, entering his home.

"Hey, Felicia? Cat?" He calls, looking around. "You home?"

"Down here." She calls back, as he walks down to the basement, finding her holding a bag and filling it with the few possessions she has.

"Felicia? What, why, what are you doing?" He asks, trying to get her to look at him.

"Packing. You see Peter, when someone puts things into a bag, it's called 'packing'. It's a very common practise."

"Hahaha, so funny." He replies in the driest voice he can muster. "Why are you packing? Aunt May moving you into a different room?"

"Nope. Leaving."

"Leaving? You found your own place now?"

"No. You know how I keep saying I want to leave this city, leave this whole life behind."

"Yeah, the whole 'no more secret identity' thing."

"Well, I realized something last night. When I was trying to sleep, I kept thinking that I say that a lot, and I know its been bugging you. So I decided, I'm going to stop talking, start doing."

"Wait, you're leaving? Because of an epiphany? I'm losing you to an epiphany?"

"Of course not." She laughs a little, pecking him on the cheek as she does so. "Your coming with me."

"I...am?"

"Well, that's the plan."

"No, that's your plan. My plan's to finish high school with my friends and go to college, and get a job at Harry's dad's company."

"And saving lives is part of that?" Felicia asks, stopping her packing to look at him. "Where does that fit into your plan?"

"It doesn't, or didn't. I never planned to be Spider-Man."

"But, you are Spider-Man now. Its who you are."

"No, I'm Peter Parker. I'm not Spider-Man, Spider-Man is me."

"Oh, I never would have realized that, great explanation."

"No, I mean like..." He grips the bridge of his nose while trying to think of how to explain. "When I put on my mask, that's what I'm doing. I'm putting on a mask. Its like, when Bruce Wayne puts on his mask, he's not pretending to be Batman. He is Batman, Bruce Wayne is his mask to hide Batman. But then, Clark Kent, however, Superman is a mask to hide Clark Kent. I'm basically the second one."

"Ok, I fail to see the difference." She gets back to packing. "But, I think I get what you mean. But I don't see what's so great about this Peter Parker identity. You work harder then everyone else in your class and get less respect and success by doing so. You spend every minute of free time either inside a locker or trash can, covered in an ambiguous liquid, or stuck to something by your own clothes. You don't get any respect from your boss, your friends are freaks, and honestly, I think you might want to think about getting an Aspergers test. Peter Parker is a nobody, but Spider-Man is this, brave, heroic, awesome and, in my personal opinion, very handsome guy, who can bend steel with his hands and do so while wearing spandex and not looking totally stupid doing so."

"Yeah, and wearing a mask that freaks people out. Felicia, you're asking me to give up everything. Yeah, all that stuff sounds bad, but you're looking at a glass half empty here. My teachers love me, my friends are all perfect, I was guaranteed a full scholarship when I was twelve, I may not be the big man on campus, but I'm not hated by everyone either. And...Aspergers? Well, that's just my favourite social learning syndrome. Spider-Man though? Hated, feared, and goes about dressed like an animal everyone hates, including myself-I mean seriously, Spiders are just plain abominations- while he has a mask that creeps people out, walks like a contortionist, and always reeks because his suit is hard to sweat in. I may not have the perfect life as Peter Parker, but I wouldn't trade it for anything."

"Not even me?" He goes silent at that, causing her sigh and leave the room, holding the bag in hand.

"Wait." He grabs her hand, stopping her.

"What?"

"I feel the same way about you too." He says to her. "It isn't Black Cat that I like. Its Felicia Hardy. The wig, the suit, the gadgets, all those just, don't appeal to me. I know most guys would love for their girlfriend to wear black leather all day and night, but the science nerd inside me honestly just thinks 'wow, you must be so uncomfortable in that suit'. I like you more when you're being just Felicia. When you're wearing the casual clothes, talking back to Flash, acting banterish, and being just a normal girl."

"That's just not who I am Peter. That's the problem." She looks away, pulling her hand from him and turning away, but stops, turning back and kissing his cheek. "But, I don't want it to be like that. Peter, you're the first boy I've ever liked. You're the first person who ever made me feel...happy with life. I want us to be together, but I don't want to stay here. I won't be leaving until tonight. Just, please, think about what we could do together. Where we could go, how we could live, everything."

She pulls away, as he just sits onto her bed. Though, that's mostly because she just kissed him, and he's still in shock right now because of that.

However, he soon start moving, when he feels a buzz from his pocket. He checks his phone, seeing a text message, addressed from the Bugle.

...

"Parker!" JJJ shouts the second he spots Peter exiting the elevator, motioning for him. "About time! What, how long ago did I send that message, four hours?"

"Try minutes, Jonah. Only sent the message about five or six minutes ago." Robbie corrects him, while placing out headline plans. "Hey Pete."

"Hey, so, why the text?" Peter asks as he enters the office awkwardly, nodding to Eddie as he passes him.

"That'll be for me." Ben Urich announces, motioning for him. "Congrats Pete, I'm borrowing you for a few minutes."

"Ok...not sure if I'm Ok with being borrowed." Peter replies, walking with Urich as he motions him to follow. "What's up?"

"Well, you know I've been doing that investigation into those vigilantes right?"

"Yeah, I remember. What about them?"

"Well, you take photos of them, right?"

"Yeah...but I'm getting kind of tired of people only seeing me as the 'vigilante photos' guy."

"Right, well, my case has gone cold. I tried to track down all those different people, but they all checked out. None of them were Spider-Man. I was thinking, maybe you have some photos that might help."

"Er, Ok. Yeah, sure." Peter checks his pockets, then takes a pen from a desk and a bit of paper. "If you give me your email, I'll send you what I have."

"Ok, its..." He stops when he notices something. The pen, its in his left hand. He hadn't noticed he was left handed. "Uh...Its B Urich, at DBNews, dot com. Got it?"

"Yeah, got it." Peter finishes writing it, putting the piece of paper in his pocket. "So, when I get a chance to, I'll send you what I have."

"Good, you do that. I'll talk to Jonah about giving you a raise or something for it as well."

"Thanks, though, I should be going now, so, I'm going, now." Peter replies, waving as Urich nods him away.

The reporter thinks to himself about that, returning to his desk, but stopping next to Eddie.

"Hey, Brock. You know Parker kind of well, right?"

"Yeah, kid's like my brother." Eddie replies, turning in his desk.

"Do you know how he gets all those pictures?"

"No, not really. Why?"

"No reason. Just wondering." He walks back to his desk, as he develops a question to think about.

Is Peter Parker really just some timid teenager?

...

"...And I apologise again for doing that." Harry explains as he walks alongside MJ, as she brushes some dirt from her shoulder. "I swear that was just a reaction."

"Don't sweat it. I'm sure everyone's reaction to someone jumping on their back with no warning is to scream and toss them into the dirt. I imagine I'd do the same." She replies, picking a twig out of her hair. "Though, I think saying 'die' repeatedly while throwing your shoe at them and covering your eyes might be a tad bit extreme."

"So, we cool?"

"Yes. We are very cool. So, my birthday was last week, when's yours?"

"Two months." He replies, nodding simply. "Don't worry about presents though, my dad's got that covered. Just wanting some money to put into my helicopter fund."

"Yeah, you're still going to teach me to fly right?"

"As part of the agreement for you teaching me how to talk to a girl. I mean, seriously thanks for that, I've never been able to get that many girl's phone numbers."

"What, one?"

"Yeah, its a new record."

MJ just laughs a little, shaking her head a little.

"For some reason, you just became more adorable." She tells him, before noticing Felicia up ahead at a cafe, taking a small break. "Hey, speaking of my gender, there's Felicia."

"Oh, then where's Pete?" Harry looks about, only seeing her.

"I guess we'll have to ask her." She stops, before jumping onto Harry's back and essentially forcing him to give her a piggy back. "Ondelay!"

"MJ!"

"March!" She yells while laughing, causing him to roll his eyes and carry her forward, getting Felicia's attention before they get there. "Hey Felicia!"

"MJ, Harry. Where's Pete?"

"What we were ghonna ask." Harry says as he puts her down, via dropping her down, and sitting in the seat opposite.

"Owe." MJ mutters, getting up and sitting down. "What's with the bags?"

"Leaving."

"Wait...you're leaving Peter?" Harry asks, as MJ's smile slips away and the two raise their eyebrows.

"You're what? Why? Is it the comic books and video games, because like I told you, I used to be the same, then I met Peter and he got me into them too, you just sought of pick it up, and when you give them a chance you-"

"No, not like that. I'm moving away, but I'm not just breaking up with Peter."

"So, you're trying a long distance thing?" Harry asks. "You know, TV shows always say that doesn't work."

"No, not that either. I'm moving away, and I've invited Peter to come with me."

"Wait, you're stealing Peter from us?"

"Well, assuming he say's yes..."

"But, Pete's my bro, you can't just take him away! Ever since we were kids its been Harry and Pete, or Pete and Harry. I was sure for years that some dudes thought our names were Pete Andharry and Harry Andpete."

"Yes, I'm sure people in your school are that stupid." Felicia gets up, finishing her drink. "Now, I'm not particularly close with either of you, so I think you should talk to Pete himself first, and I have to go finish packing, so I'm going now. Bye, I guess."

"Wait, you're serious, right?" MJ asks. "You and Peter are really leaving? But, what about my new play? Today's the opening night and I'm the female lead."

"Record it, Myface it, whatever." She calls back as she walks away, leaving the two confused.

...

"I still can't believe this." Peter mutters to himself as he swings by some buildings. "I've got a weapons dealer who's gotten away, supervillains, the recovery of a fake alien invasion, and tons of responsible things to do, and the thing I can't stop worrying about is Felicia leaving? I need to get my mind off of this...and there's one right there."

He stops, as he notices a figure running, hopping over benches and cars, climbing up a fence, and then up a fire escape, as two officers chase after them.

"Oh, how I love New York. When you want to beat up a crook, there's always one right behind the corner." Peter drops, as the criminal continues to scale the building, doing so in a semi-impressive manner. "You know, imaginary friends I talk to when bored, I once got mugged in this alley. Or the next alley, or maybe even a different alley. I don't know, there's many alleys I could have gotten mugged in."

The crook gets to the top, ready to run on to the next roof, only to run straight into Peter's clothesline, knocking him back off the roof, where he's saved by a web line and held in a cocoon.

"So, Boys in blue, I got your man." He lowers him down to the two cops, one of which, that he realizes instantly is his number one fan Vin Gonzales, stares scowling, while the other cop, that he vaguely remembers is called Stan Carter, nods in appreciation. "Don't worry, I don't care about wealth and fame, its ignored, action's my reward here. Well, it would be, if I could pay for meals with action."

"Does he always have to make those stupid jokes and comments?" Gonzales mutters, as Spidey drops next to him.

"Oh Vin, don't be bitter. I'm sorry I missed our date, but I'm really busy." Peter replies, looking at him a little. "You know, you really don't smile much."

"Shut up."

"So, Vinnie boy, Stan, who's the perp? I don't recognise him."

"Name's Aaron Davis, a cat burglar from Queens." Carter explains. "One of the guys we been after since Shocker attacked the courthouse."

"Oh yeah, forgot about that. How many are left?"

"Well, after him, we've got three more at large. Blackie Drago, Flint Marko, and Cletus Kasady."

"Right, well, you gentlemen deal with this guy, I'll go round up those three." Peter states, nodding to them as he's about to leave.

"Yeah, do that." Vin mutters under his breath, causing Peter, just before he leaves, to pull him into a hug as the best way to annoy him.

"Awe, I'll miss you too, but I'm afraid no one must know about our secret love. Goodbye my beloved!" He squeezes him before leaping off to swing away, leaving the distrusting cop very annoyed, and now very crimson.

"Stop it." He growls, as Stan Carter laughs lightly at him. "Just help me get this guy in the car."

...

"Ok, plan for today." Peter says to himself as he swings. "Head home, get more web fluid, find these three, then deal with this Felicia situation. Simple. Could do it before dinner's ready."

He does a spin in the air as he launches himself up, before firing two lines to slingshot himself past a larger building, getting to his suburb quickly.

He lands on the back of his house, taking his mask off to let his skin breathe, but stops when he detects something. Movement.

"Do you think he's home?" He hears Harry's voice, looking to the side to see MJ and Harry approaching his door. With a distressed look, he slips into his window, grabbing the first shirt and pants he can and taking off his mask and gloves, struggling to take off the web shooters as he heads down stairs to the sound of a doorbell.

"Just a second." He shouts, tripping and falling down the stairs. He recovers, regains his composure, and answers the door. "Uh, hey. What's a, what's up?"

"You're leaving?" MJ questions, stepping inside, followed by Harry, while looking at him disappointedly. "Tell me the truth, are you really leaving?"

"...What?"

"We spoke to your girl, she said the two of you were dropping out and leaving." Harry explains. "C'mon Pete, tell us, you ain't really leaving right?"

"I...what?"

"Its true, you're leaving." MJ states in disbelief. "You were going to leave, without even so much as seeing my new show or saying goodbye."

"How could you do this? Pete, you can't leave us. Hobie's Ok, but he's like a poor man's imitation of you. He's not my bro like you are." Harry rambles, placing his hands on the back of his neck.

"Ok...I'm not sure why Felicia told her that, or how my mumbles somehow confirmed that, but that's really not true." He sits in front of them, half smiling, half gripping the bridge of his nose.

"But she said-"

"Dude, ignore whatever she said, I'm going to talk to her about that. I'm not leaving. I'd like to think you'd have more faith in me."

"So, you're not leaving?" Harry asks.

"Why would I? Dude, I love you like a brother, I couldn't just leave you. And MJ, I would never do anything to miss any of your plays. " He laughs a little, placing a hand on both their shoulders. "I wouldn't leave without saying goodbye. Hell, I wouldn't leave in general."

"So, this is just a big misunderstanding? Well, that's a relief."

"Wait, where's Hobie?" Harry realizes.

"Yeah, we told him to meet us-"

Then, Peter's phone starts to ring.

"Hello?" Peter answers, pulling a strange face.

"Dude! Don't leave!" Hobie yells. "I know that alien invasion thing was a little messed up but that's no reason to-"

"Hobie, don't worry about it, I'm not leaving." Peter interrupts, hanging up. "I need to go somewhere now, so will one of you tell him-"

"Sure, we got it covered. Suppose we should probably tell everyone else we told you're not leaving though." MJ notes as the three leave his house.

"Sure just-Who else did you-You know what, never mind, I gotta go some place, so, you know, I'll see you guys later." They disband after Peter locks his door, heading in their own respective directions.

...

Marko residence, later that day.

Next to the train lines, this shaky, shady excuse for an apartment is empty, with nothing stirring except for one, lonely open window, as the body of Flint Marko sneaks inside, quickly changing out of his worn out suit, replacing it with a pair of simple slacks and his all too familiar striped jumper, and taking a few more that he stuffs into a duffle bag, along with some loose change and food.

"Not a smart plan. Coming back here." A growl behind him warns, as a red figure tackles him, leaping out of the window with him in tow.

Daredevil lands safely, pinning Flint down on the pavement.

"Wow, you beat me to it." Spidey notes as he swings up onto a lamppost, hearing a police siren not too long afterwards. "And, them, apparently."

"Better early then late." He replies simply. "Mind webbing him up for me?"

"No problem Double D." Spidey webs him up quickly. "So, just Blackie Drago and Cletus Kasady. Any idea where they are?"

"Well, its after five, so Blackie Drago is probably getting his arm broken by Moon Knight."

Despite the horrible implication of that, the two laugh.

"Yeah, probably. Moony really likes him."

"Kasady, I've been tracking his movements. He's still in the city, could use your help in tracking him." Daredevil explains as the two scale a building, before swinging off.

"Sure, give me some of his scent and I'll be on him like a blood hound."

"Are you alright?" Daredevil asks, changing the conversation, and his tone.

"Er, yeah. Why?"

"You seem off. You sound like you've got something on your mind."

"Well, yeah, I have a skull. Its that whitish grey thing, you know, looks kind of scary, hides our brain and all."

"Spider-Man."

"Don't worry, I'm fine and dandy and other fun stuff."

"If you say so. But remember I'm your friend, if you need to I'd be willing to listen."

"Thanks, but I'd rather keep personal and professional stuff separate and all."

"Yet you dated Black Cat."

"I...you got me there."

"Hm, OK, we're approaching them now."

The two dive onto a building top, rolling and heading through a window.

"So, how'd you know he'll be here?" Spidey asks as they sneak in.

"Kasady's got a consistent MO, he uses buildings like this to hide out with his victims for days, even weeks. Latest victim is Rio Morales, Mother of one, works in Brooklyn as a waitress." He explains as they continue. "Closest building is here. And I can already smell him. Fortunately, she's still alive, so we need to move fast."

"Got it, bring the hurt as fast as I can." Peter replies as he creeps into an air vent, with Daredevil following close after, grabbing the back of his uniform.

"You have some kind of extra sense right?" Daredevil asks as the crawl through.

"Yeah, I call it a Spidey Sense, lets me know where everything is around me. Why?"

"Because, I don't know if I told you this yet, but I'm actually blind, and in this vent my other senses are a little nulled, so I have no idea where we are."

"Wait, you're blind? Then, how can you do all that crazy stuff you do?"

"Because my other senses are at their peak, and more than make up for it." He continues to explain. "Especially sound, which makes a sonar more powerful than anything on any submarine. But like I said, the vent's blocking out all the sound outside, so I'm more blind than usual right now."

"Well, that explains you grabbing my uniform. To think I was severely confused about that. So, you want me to stop when I sense them?"

"That's my plan."

"Right, got it." Peter turns forward, as he tries to focus his extra senses. It takes him a few seconds, but he picks up a signal of sorts, detecting some movement bellow. It may be designed to sense for danger, but you'd be surprised how many uses an ability like he's has. "Right, 'Kay, follow me."

The two climb through the small tunnel, until getting to a small opening, which the two quickly get out of, and allow Daredevil his full powers back.

"Down there." Peter motions, as a woman sits, tied up with a gash on her forehead and dried blood around her face.

"Fortunately, she's mostly unharmed. He hasn't touched her yet, likely leaving her alone until she breaks down. Psychological torture." Daredevil mutters to him as he leads Peter across the ceiling as they look around for Kasady.

"No sign of the guy, should I just go and let the woman go?"

"Yeah, quickly, before he comes back. I'll get the cops." Peter nods, dropping down and moving to her quickly, waking her up, to her obvious shock.

"Relax, just me, your friendly neighbourhood Spider person." He tells her, as he pulls the rope around her arms apart. "Can you move?" She nods. OK, well I'll just try and-Duck!"

Peter pulls her out of the way as a gunshot is fired, while Kasady, a man in his mid to late twenties with light orange hair, reloads and fires again.

"Bad move Spider-Man!" He yells, twitching a small smile as he fires again, forcing Peter to take the woman behind a small wall to give her cover. "I am NOT the person you want to mess with!"

"Yeah, I get that a lot." He motions for the woman to escape through a door to the side, covered by the same wall Peter is covered by, as he senses Kasady moving closer. He waits until he's within touching distance of the wall, before merely turning and punching straight through it, grabbing his gun and crushing it in his hand and pulling it away. "And to this day, its always been a bit of an empty statement." He leaps up, flipping over the wall, and hitting into Kasady, knocking him face first into the weak plastered wall.

As he pulls him back up, however, the serial killer slips out a small, sharp blade, stabbing Peter while he's preoccupied.

"Hey!" He jumps back, placing a hand over the wound, as Kasady smirks, before slashing at him with the knife several times, each one Peter effortlessly dodges, the final time he grabs Kasady by the scruff of his shirt and tosses him at a table.

Unfortunately, it's a table with construction tools left laying around.

Peter gets closer to him, but he turns, hitting him across the face with a hammer.

"Damnit Spidey stop reacting too slow!" He scolds himself as he goes with the resulting momentum, moving back as Kasady grabs a sharp blade from the table, placing it in his belt as he holds the large hammer out, stepping back towards the exit. "OK, you're resourceful, you get cookie points for that, but lets face it, you're not escaping this place alive, so stop being so-not-easy-to-hold-down and let me take you in."

"Yeah?" He backs up towards a support beam. "I'll pass on that offer, but thanks anyway."

He turns, smashing the beam and running, as the already worn out ceiling collapses on Peter while he slips out the exit.

Outside, Daredevil stands on the top of the building, having just called the police, as he begins to turn back to join Spidey, only for him to stop when he senses, five stories bellow, Kasady slips out of the fire exit and starts making his way down the ladder and onto the street. Daredevil is about to leap off after him, however, when he pauses upon sensing someone else intercepting Cletus.

As he turns around a building, a club hits him upside his head, knocking him to the floor, as his attempted victim, now armed, starts beating him.

"Atta girl." Daredevil mutters as he drops down a few stories, just as Spidey pulls himself out of the collapsed floor. "You OK?"

"That depends, should right shoulders be throbbing intensely?"

"Not usually." The two laugh as they continue down to the floor.

"OK, that's enough, he's down." Peter pulls her back as she starts to slow her attack down. "You OK?"

"I'm fine, just be careful, He's a sick, sick excuse for a human being."

"Yeah, Double D, be careful when grabbing him." Spidey turns to Daredevil as he pulls Cletus up, but the blind acrobat's reaction is slower than Spidey's, as Cletus slips out the sharp blade and shanks him with it. He's taken aback by shock, allowing Cletus to get up and grab a nearby business man who didn't think to avoid the little scene, holding the blade to his throat.

"Stop! Right now! Any of you so much as move, and I'll cut this guy's throat out, right now." He warns them, backing up as the two, both having taken fighting stances, stay still while trying to figure out a method to chase after him. "Heh, idiots." He pulls the blade across, running down an alley as the man falls, bleeding to death.

"Stop!" Peter yells as he runs after him, but by the time he gets to the alleyway, he' already long gone. Instead, Peter returns to the bleeding man.

...

"You did good." Daredevil tells Peter as they sit next to him outside a hospital room, having gotten the man there in time to stop him bleeding to death, as he hands the younger hero a small cup of coffee. "They've stitched him up and he's stable, you got him in just in time. You saved a man's life there."

"Yeah, but it was my fault he got in the way there, I could have webbed him up at any moment, but I didn't."

"Can't blame yourself for everyone who gets hurt. Trust me, if you try to guilt yourself every screw up, you're going to destroy yourself."

"Hey, this is a restricted area." The two look up as some officers approach, the one speaking, and leading, being none other than Gonzales. "You need to be authorized to be here, freaks, and you two don't have that."

"Gee Vin, you really don't like these guys." Carter comments as he motions for them to stay. "Give them some slack, they're just trying to help."

"Well they can help by staying out of their own business. This is our city, not there's." He rebuffs, taking the cup of coffee from Spidey's hand as he continues motioning for them to leave.

"_Our_ city? Gonzales, you've been here for half a year. Hell, Daredevil over here's been here longer than you." Another officer points out. "Unless its just Spidey you've got a problem with, he's the one you're always talking about."

"Hehe." Carter laughs. "Yeah, all you do is talk about the guy. You sure its really hate?"

"Oh no, Vin, they're onto us!" Spidey, taking the coffee cup back and placing it down, stands up and grabs him. "We have no choice, we have to come out, no point trying to hide it any longer. We knew this day would come, Everyone! Your attention please!" He turns to them. "Me, and Vin, we're IN LOVE!"

The all start laughing, much to Vin's annoyance.

"Alright, lover boy, we should actually start going now." Daredevil places a hand on his back as he motions for them to leave. "Don't worry Gonzales, you can have him back later."

"Will you all quit with these jokes already? They're not funny!" Gonzales yells, but they continue laughing anyway.

"OK, that was mean." Daredevil tells him as he leads him to the rooftop.

"What? No, I'm just messing with him a little. Nothing but harmless trolling."

"You humiliated him in front of his co-workers."

"In my defence, he's a bit of a douche, he kind of deserves that."

"Funny, that's the same thing bullies use to rationalize their own behaviour." He notes with a tinge of sarcasm, managing to get under his skin a little. "You were projecting then. There's something bothering you, and you took it out on Gonzales. I noticed it before we went after Kasady as well, in fact you've been in a similar mood for a while. There's something troubling you."

"Well…I did not realize being blind made you psychic."

"Not psychics, I'm just detecting a shift in your mood, and its one that's been going on for a few weeks. You know you can talk to me about it."

"Huh, are you a therapist during the day now or something?"

"Heh, not quite, but honestly, you're like a little brother to me, in a weird, superhero kind of way. So, mind telling me what's bothering you?"

"Well, girl troubles really." He leans back, scratching the back of his head.

"Ah, I see. You and Cat?"

"Yeah, she's been having trouble connecting, well, with my friends, and just about everyone. She's not really bonding with them and doesn't want to stay, but I don't want to leave. I mean, I have my troubles, my bad moments, and my bucket of angst inducing angsty dust, but all in all, I love my life, I don't want to give it up just to be with her, but I don't want to give up being with her over something so simple."

"Uhuh, well, I can't really give you much advice, since I'm hardly that great with girls."

"Oh, is it the blind thing? I can imagine that putting people off."

"No, it is not the 'blind thing', and I'd proffer you not to talk about it like it's some disease. Anyway, I'm not particularly good at maintaining a relationship for longer than a month so I can't give you any advice, or at least not until you're old enough to drive, but I can tell you this. Talk to her. I have the same problem, so I know this will kill it if you don't, but talk to her. You need to sit down and discuss everything like civilized human beings. Tell her how you feel, and I mean, seriously, get everything off your chest. If you two can't reach some mutual ground or compromise, you might need to think about seeing someone else."

"That's it? Talk to her? I've been doing that since this started to become a problem. There's nothing else I can physically do."

"Try it again, give it one last chance. It can't do any harm." He replies as he gets to his feet. "That's all I can do. Hope things work out."

"Yeah, thanks." Daredevil pats him on the shoulder as he passes him, and with a nod, he leaps off, leaving him alone.

…

"Come on, hurry up." Criminal tells his two cohorts as they unload stolen contraband from the back of a truck into a smaller van, oblivious to a figure above them.

"You know, its so much easier to steal stuff like this when, you know, its dark, its not in the open, and its not causing this much noise and attracting this much attention." A female voice calls, causing them to drop what they were holding and turn.

"Hey! Who is that?" One yells, swirling around, pulling out a gun, as the others do the same.

"Its Black Cat!" another yells as he fires at her as she darts back and fourth behind cover, smirking at how terrified they are.

"Hey, I thought that bitch was on our side?"

"Well, now I'm offended." She comments as she dives bellow one, tripping them up, before leaping and dodging the other's bullets.

"Yeah boys, that's no way to talk about a lady." Spidey, joining the fray by webbing the other two's weapon up, quips as he drops onto a nearby window.

"Don't worry, you won't have to worry about talking to women for a while." She lands on their heads, smashing the two together and allowing Peter to web them up. "But, you might want to learn how to talk to guys instead."

"Well, that was quite cool. How'd you do the 'hide in the shadows and sneak around like a crazy ninja' thing in the middle of the day?" Peter asks as she gets to her feet, joining him as he heads to a nearby rooftop.

"Picked it up from Moon Knight. So, ready to go?" She asks, causing Peter to grow quiet.

"Felicia, we need to talk."

They start off, repeating the same things they've said, sitting down on the corner of the rooftop.

"So, you're definitely not leaving." Felicia states, resting her chin on her arms, crossing them over her knees.

"And you're definitely not leaving." Peter adds, slouching next to her with his arm around her shoulder. "I'm sorry, but this is my life. I can't just leave, and I feel like, what you're asking, is for me to chose between you and my life. I can't do that."

"But, I need to leave. I'm not the type of person who should be at school, I don't belong here. I feel like its either you, or my freedom to live right now."

"So, we can't reach a compromise." Peter pulls her closer to him.

"And none of us are going to budge." She rests her head against his chest, placing her arms around him in a weak embrace.

"This is it, isn't it?" He sighs, kissing her on the top of her head.

"Apparently so." She closes her eyes, as a few tears slip out. He pulls off his mask, handing it to her for her to clean her face.

"We going to end things as friends, at least?" Peter asks, getting a nod as she hands back his mask. "Good because, this isn't because I don't like you. In fact, I think I love you, but I just, can't do this. I made a promise to my uncle, to protect this city. Its my responsibility, but so is being Peter Parker. I'm sorry it has to be like this Felicia."

"So am I." She smiles lightly. "So, leave on a high note?"

"I think that's best."

...

Its raining, like it always does when emotional, usually sad events happen. Midtown High, opening night of the latest play.

Peter walks slowly, a blank, somewhat tired expression on his face. No hood, no umbrella, nothing to shield him from the heavy rain, nothing but his own hair and the shirt on his back, both of which are now heavy with water.

He stumbles through the heavy glass doors, though to him, like everything nowadays, he barely even notices them as he pushes past them, walking down the hall as his soaking wet shoes squeak as he walks, and leave a trail behind him, like a snail in a way.

He follows the sound of a girls voice projecting inside a heavy room, and in doing so finds himself at the entrance to the main hall, pushing open the doors and slipping inside, to watch the play perform.

"...Could'a been in the movies and had nice clothes. All them nice clothes like they wear." MJ projects on stage, dressed in a red summer dress, as another student stands near her, dressed like a farm hand, with the stage decorated to look like a barn.

Peter watches silently, noticing as MJ sees him, breaking character for a second to look at him. When the director motions for her to continue, she does so, returning to her lines.

"...I ain't told this to nobody before. And maybe I oughtn't to. I don't like Curley. He ain't a nice fella." She continues, still watching Peter, as he sighs, getting up to leave. He saw it, he fulfilled his promise.

Peter exits the school, slipping off his backpack to take out his web shooters so he can head somewhere else, when he stops.

"Peter?" He turns to see MJ, just following him, as she steps out of the school, into the rain after him. "Are you Ok?"

"MJ, your play..."

"Don't worry, I'm dead now, they can continue without me." She assures him, moving up to him and placing a hand on his shoulder. "Are you OK? It might just be the rain, but you look ready to cry."

"MJ, its...Felicia." He explains, as he tries to look away. She pulls him to face her, and he feels himself unable to think of how to explain what happened. "I tried, but I couldn't convince her. I didn't want it, really, I didn't want it to happen like this. I wanted this to work."

"Peter, its OK." He rests his head on her shoulder, as he starts to feel something in his eye. "You're going to be OK."

...

Its still raining, and Peter, still soaking, returns home to rest.

He enters the small home, closing the door behind him and listens as the sound of the rain stops. He can't rest for too long, there's a wanted serial killer on the lose and a crime rate higher than his brain point average, but, Peter just needs to rest. For one little moment.

That's when he notices it: The basement door, left open. He walks down, finding it empty, save for a bed, left messy and out of place, with the only thing left on the pillows being a single, forgotten glove.

"Peter? You down there?" Aunt May calls, as she walks down to see him. "Peter, I'm sorry I'm late, we're going to have some takeout, if you'll pick it up."

She gets down the stairs, finding him, alone, in the empty room.

"Peter, where's Felicia?" She asks, but to no answer, as he just stairs blankly at the glove. "Peter?"

She clicks almost instantly. She's not been around much, so she has no idea what's been going on between the two. But, at that moment, she knows: All good mothers know when their son's heart's ache. Right now, Peter needs some help.

"Peter." She places and hand on his shoulder, as he kneels down, closing his eyes, trying to escape his thoughts.

...

Next time-

Peter's in a slum, and everyone can see its effecting him badly. With his grades down, Spider-Man currently missing, and a raise in drug abuse amongst teenagers, Peter's life is taking a turn for the worst, and MJ and Harry are trying whatever they can to get him back on his two feet. The second season of Spider-Man Evolution starts, as Peter learns that, in life, you don't always get a chance to rest. Sometimes, you need to pick yourself up and move along.

...

Notes:

-First thing's first, cookie points to whoever can guess what the play that MJ was in was.

-Also, I regret the fact that there isn't any solid plot to it. It feels like it's just a couple of events that happen. Though, now that Felicia's left, I also feel like I never did enough with her character. She never really acted like Felicia Hardy from the comics, you know, like there was slightly more focus on her 'tough bad girl' aspect rather than her 'flirtly and confident young woman' aspect, and I'm not particularly happy with the fact that she never had any moment of interaction with Aunt May. Though, that's another thing I've noticed, Aunt May is almost a ghost here, she's had about a small handful of scenes in the previous fifteen chapters.

-The Daredevil and Spidey scenes were some of the hardest to write, mostly because I wasn't sure how to go about it. I wanted to treat it like a brother or father giving his younger relative some advice, since that's how I see the two.

-How was the ending? Tragic? Emotional? Poorly written? Tear jerking? Tear jerkingly awful? Tell me please, I'm not sure how it is. Originally Felicia was just going to leave Peter, but that would have, honestly, made her look horrible, so I changed what was going to happen to something a bit more mutual. Felicia was also going to have a scene with Moon Knight, with him telling her about his own, weird, weird relationship with Marlene, but it would have been out of place. So, I feel I left it at a high note, so what do you think?


	16. Return of the Bombastic Bag-Man

So, like with my other stories, I ended up losing this when my USB got broken, and I'd been pety busy with the other stories, and life in general, so I apologize for the delay.

…

Glass shatters, as Peter's body is hurled through the window of a random store.

"Owe, that sucks." He mutters, getting back to his feet, notably wearing street clothes, a thick jacket, and a simple paper bag on his head to hide his identity.

_Yes. I'm wearing the paper bag again. And yes, I'm narrating again, so yeah, this has already happened and I'm monologing before a near death experience. Don't worry, this time I'm not going to repeat some long story about death. This time its about girl problems. Yes. I became that guy._

He gets back up, running back towards the being that just tossed him half a mile, only to be kicked back through the window, this time his shirt being partially melted.

_Now, there is a very, very good reason I'm dressed like this. I could tell you the simple reason, but that's too simple and short. So, instead, I'll go over the fully detailed, highly complex reason for why, exactly, I'm running around with a bag on my head and getting my bottom royally handed to me by, believe it or not, the drug fueled manager of the fast food place MJ works._

The person he's fighting, a being apparently made of molten metal, grabs and pulls a street sign out of the ground, tossing it at him, only for Peter to dodge and, when he tries to fire webs from his web-shooter-less hands, lands on to stop it hitting and crashing into someone. With his momentum still going, he grips the sidewalk with one hand, using this to redirect the post back into him, connecting him with the side of it.

_So, yeah, sit back, and enjoy my pain, and behold:_

"_**The return of the Bombastic Bag-Man**_**"**

"What happened?" Fisk asks two of his security detail workers as they walk into a security room, looking at several monitors.

"Shipment went down the drain." Thy reply, watching footage of Moon Knight getting into a gunfight with some of his forces.

"Just Moon Knight?"

"No, we got a Meth lab hit by Daredevil at about the same time. Divide and conquer I guess." They change the footage to show Daredevil dodging gunfire, and hitting back with his billyclub.

"So, just them? No Spider? Or Black Cat?"

"Hardy was seen in Jersey last night heading on a train to the West Coast, the Bug's been off the radar since last week."

"Hm, interesting." Kingpin mutters as he thinks this through. "Since he started spinning his webs, the spider has never taken more than a few hours off, but now he's been gone for a week?"

"Maybe he's dead." Another thug notes. "I heard Kasady stabbed him, maybe he bled out and died in the gutter, and no one's found him yet?"

"Yeah but, who cares? We've still got Daredevil and Moon Knight to deal with, plus the Punisher's getting hotter in this area then he used to."

"True, but Spider-Man is the notable out of these would be heroes." He explains to the man with him. "Daredevil's fast, Moon Knight's got weapons, and Punisher is dangerous, but Spider-Man is something unique, he's superhuman."

"Wait, like, real-like superhuman? That's actually possible?" Another asks, having only just came to New York recently and with little to no clue on the full extent of things.

"Apparently so. Spider-Man may be the most recent vigilante we've came across, but he's also the biggest threat to us, so him taking a break is fairly beneficial. In fact, if it turns out he's dead, it will be nothing but profitable for us." Fisk explains while turning. "Keep our operations packed this week. Daredevil, Moon Knight, and this Punisher fellow I've been hearing of will be unable to foil every operation we have. Put extra security on our weapon shipments, and redirect our human trafficking to a safer location."

"Yes Kingpin." The mook talking to him nods, before turning to leave, stopping themselves when tey remember something. "Also sir, Hammerhead should be showing up in two hours to make an arrangement."

"Noted, now go and continue your regular business. I have my own meetings to attend to." He straightens his tie out before heading out the door, meeting with his board of directors.

...

Here goes.

It's been a short while since Felicia and Peter's break up. Felicia, at this point, is in Philadelphia, trying to ignore how much she misses him. Peter, however, is trying to build up the will power to step down the street.

Breakups are hard, and the first cut is always the deepest. But, for Peter, things are different. He connected with Felicia; they were both superheroes, they both had issues that crippled their chance at a relationship elsewhere, and they were both so inexperienced that they wouldn't of worked with anyone else. And now, that's over and gone, and with it, a large part of Peter's resolve, too.

Which is why, despite the fact that the city needs him, and he knows the city needs him and its killing him that he can't bring himself to do anything about it, he's leaving the house without his web shooters, without his costume underneath or in his bag. He's just walking, in a thick hoody, like a normal teenager.

"Stop! Stop them!"

Damn.

Peter looks across the street, spotting a thug, probably only a year or two older than Peter, running from someone else, another youth about the same age, while gripping a laptop bag that probably doesn't belong to him.

He shouldn't get involved. He's not Spider-Man right now. He's Peter Parker, an above average student, no a superhero. Its not like he gets paid to do this.

So why is he still gripping his shirt as if he was getting ready to take it off and switch to his other identity? Oh, right, there's a reason Peter can feel the person running inside the back of his head as if its all part of him.

Damn, again.

With a simple motion, Peter kicks off his shoe, picking it up and tossing it at the thug's feet.

They promptly fall over, thankfully without crushing the laptop.

"Hey!" The kid yelled as they ran to the laptop bag while Petr walked over to retrieve his shoe. He begins to mumble something to the kid, only for them to cut him off. "Are you a retard or something? They nearly crushed it? This better not be broken or its you who's paying for it!"

Puzzled by the response and offended by the word used, Peter just holds up his hands in a defensive manner as the guy walks away.

Oh yes, what he always remembers about this gig: The ungrateful bastards that always seem to need some help but are never thankful. He did not miss them at all.

...

"...that's three fifty, come again soon." MJ mutters to one of the customers at the burger joint she works at as she hands them her food. She sighs when they leave, slouching over the counter.

"Red, up and atom, no sleeping on the job." Her manager calls to her as he nudges her side, placing a can next to her, opening it as he does so, then returning to his own customers.

"I can't sleep on the job, I can't eat on the job, I can't draw on the menus, is there anything I can do?" She asks while yawning, before taking the can and drinking from it.

"You can do a poor job, nothing wrong with that." They reply jokingly, handing a couple some food.

"Well yeah, but I'm already doing that." She laughs lightly, taking someone's order.

"So, how's that friend of yours? The photographer, is he still down about what happened with his girlfriend?"

"Yeah, kinda. I managed to get him to at least move on with his life a little." She explains while serving food, occasionally turning to face him.

"How?" Her supervisor and friend, Mark, who's also the older half brother of Liz Allan, asks while he also works.

"Well, I promised him free food here for a month if he comes by today."

"...You realize that would come out of your paycheck, right?"

"Yep, that's why my other best friend Harry's secretly paying for everything he gets, so I don't get fired."

"Harry...he's the rich one, right?"

"Well, yeah, but that's not everything about him. He's a bit odd, but in a nice, cool way."

"He's the one that's really smart, right?"

"Harry? No, that's Peter. Yeah, Peter's a total genius. The other week, he told me about this one lizard, that looks like a frog made out of rock, that literally pops blood vessels in its own eyes, so it can squirt its highly acidic blood at potential predators. Its literally got heat vision, sorta, only without heat."

"…seriously?" He stops what he's doing for a second, turning an raising an eyebrow as she merely nods.

"Yep. There's also a lizard that can tick to walls like a spider, and one that can run so fast it can run across water like a mix between Speedy Gonzales and Jesus, and one that can turn invisible, has really great grip on branches, look at two different things at the same time, and shoot its tongue out really far and really fast, like a short range sniper. Oh, and another that they discovered recently in Nevada, that can heal freaky fast. Like, regrow whole bones and stuff in minutes."

"Huh, interesting."

"I know right? Lizards are like the Justice League of the animal world."

"Yeah, weird how cool science can be, yet they only teach you the boring stuff in school."

"Yeah, they should do something about that." She nods in agreement, before spotting Peter through the window as he heads inside. "Yo, Tiger, over here!"

"My shift's ending, so you can deal with your friend. I'll see you at the party."

"Kay, bye Mark, say hello to Liz for me." She waves to him, then turns to Peter as he sits down, waving to him too.

"Hey." He waves back, walking up and leaning against the counter. "So, you promised free food?"

"With limit, Harry's footing the bill but even he has a budget." MJ tells him as she types up an order for him. "At least you're out. You know, I'm OK with you taking a break from Spidey and all and I'm willing to look after your Spidey stuff, but staying in your room all this time is really unhealthy, and you shouldn't invest your time in just one method of unhealthiness."

"MJ, my girlfriend _just_ left. I'm allowed to be angsty." He replies, glaring a little.

"Yeah, but you're also allowed to smoke, drink, and eat the food here, but it's all still unhealthy and highly unrecommended." She explains, humming slightly. "You have to space your unhealthiness around a bit. Don't put it all on one horse."

"MJ." Peter pulls a serious looking face.

"What? I'm just trying to lighten your mood, bring a spring back to your step and all that glitzy crap."

"My girlfriend left, and, I let both Tinkerer and Cletus Kasady get away. It's kinda not been my month, I'm sorry but that makes me sad."

"My dad used to knock me from room to room, that's a lot worse than a messy breakup, but do you see me getting down like that? I get, it's sad that it happened, but it's not the end of the world." She replies, making him sigh as the food is finished and packaged.

"Right, sorry, but this is just, new to me. I was just getting used to having a girlfriend, and now it's gone." He explains, taking the food when its handed t him in a paper bag.

"Don't apologize, just live a bit more. You need to take your mind off of Felicia, otherwise you're never going to get past it. I'm having a party tonight, you should come. You might even meet someone new."

"I'm not really looking for anyone new. And honestly, parties aren't really my type of thing." Peter shrugs it off, getting to his feet. "Well, I kinda need to head to the Daily Bugle to hand in some stuff, so I'll see you later."

"Right, well, I'll see you when I see you then. Don't go wandering into traffic." She waves him off, as he turns to leave, waving back while holding the food.

Peter exits the burger joint, turning left to leave until he bumps into someone.

"OH, Sorry-"

Then he realizes that the person was Flash, so he quickly turns away to leave.

"Parker, wait." Flash calls after him, making him stop.

"What?" The young hero sighs, glaring slightly.

"Look, I heard about you and Felicia and, honestly, I feel bad for you man. I know how that feels so..." He tries to say, though hinds it difficult due to the obvious awkwardness of him trying to be friendly.

"So what? Look, I don't need your pity, I've got enough from everyone else." He replies, turning away and walking. Even on a good day, he has to resist the urge to beat the crap out of him, never mind when he feels like hell.

"Hey, I'm not trying to, I'm just saying it's a tough break, and-"

"And nothing Flash." Peter continues walking away, ignoring him. "Go find someone else to bug."

...

Meanwhile, in the penthouse office of Wilson Fisk, the large and intimidating business man, mayor, and crime lord sits, sipping a cup of tea, smoking a cigar, and reading over some reports from his legitimate businesses.

"You." Norman, pushing through security and forcing the doors to his office open, glares at Fisk, making his way to his desk.

"Mister Osborn, what a pleasant surprise." Fisk smirks, waving for his security agents to let him in. "Always a pleasure. What can I do for you?"

"What, exactly, do you call this?" Norman demands, slapping a newspaper down on his desk.

"I believe, that's the Daily Bugle." He replies simply, laughing a bit.

"The story on the front page. Read it." Norman reiterates, pointing at the headline, which reads 'Super-Mobsters?'

"And who, exactly, do you think you are to make demands out of me?" The Kingpin pets up, pushing the desk back.

"The man you're stealing from." Norman states, turning the newspaper around to read it himself. " 'Criminal gang enforcers, armed with what appeared to be super human abilities, have been terrorizing New York for the past few days.' Tell me, where did your men get these powers?"

"So, you knew it was your research then?" Fisk laughs lightly, relighting his cigar. "Yeah, that's yours. Toomes was kind enough to sell some of your research to us, in exchange for helping him escape custody. This hormone you've been researching, gives people super human abilities. I have to say, it's pretty impressive. Where did your people find it?"

"That's a trade secret." Osborn replies, calming slightly. "One of the few times SHIELD and OScorp worked together, we were able to get a hold of some sensitive information, about the future of human evolution. This hormone, it's a key to that, and fortunately, we're just getting started on its applications. We're working on AIDs cures, age regression formulas, and yes, super powers. Of course its too top secret for this to be copyrighted, but I want to know, how many of your men have it?"

"Well, unfortunately Toomes didn't have a considerable amount, but I gave it to some of my dealers; they spliced it with some drugs, just what's needed to make it last. The people on the paper, they're just guinea pigs."

"The dealers, have they been selling any?"

"You mean to junky crack heads? Well, of course they haven't."

"Then why have they been found with powers too?" Norman smirks, as Fisk picks up the paper to read that, yes, some of the people spotted were low life drug addicts trying to steal for drug money.

"Oh, someone's going to die for that." Fisk gets up, taking his phone and stepping away from Norman.

"You there?" The crime lord asks, listening for his reply. "There's a leak. Fill it."

...

Meanwhile, in the New York Subway system, Peter sits, listening to some music, riding on the train to the city.

"You can't run from fate."

Peter looks up, looking around the small train carriage he's in, unable to find who said that.

"Not now, not ever. You're destined for Greatness, you can't fight that."

Peter gets to his feet, moving to the doors, trying to escape the ominous whispering that seems to be following.

"The world needs you. You can't take breaks yet."

The train comes to a stop shortly afterwards, allowing Peter to get off and head up to the surface. He walks towards the stairs, bumping into someone as he walks past and nearly making them drop their drink, though he thankfully catches it and gives it back to them, before heading up the stairs.

Hover, as he climbs up the stairs leading there, he notices that, for some reason, no one else is heading up this entrance, and the stairs seem to be going on forever.

"Peter Parker." The voice echoes, as Peter finds himself on a staircase to nowhere, with behind him sitting Madame Webb.

"Oh give me a break."

...

Not too far away, Mark Allan rides down the street on his bike, down towards Central Park.

Soon, he stops by a small rundown shop, parking the bike and heading inside, taking his helmet off and leaving it by the door inside as he enters.

"You, Gaxton, gotta find a new place man." Mark notes, laughing slightly as he walks in to meet with a friend. "You know, spend money to make money and all that."

"Honestly, that's some of the dumbest logic I've heard." A voice from behind the counter announces as a man, dressed in a torn suit and wearing scruffy looking gloves, and in general looking rather shifty. "You here for your gear?"

"Yeah, got a party I'm heading to tonight, need something to give it a bit more of an edge." Mark replies, holding up two rolled up twenty dollar bills and handing it to them in exchange for a bag full of multi coloured pills.

"Really? Well, I got some new products you might want to try." The dealer, Gaxton, tells him, reaching under the counter, into a secret compartment, and pulling out a pill bottle. "For a limited time only."

"What is it? What's it like?"

"That, hehe, honestly depends on who takes it. C'mon, I'll even give ya a discount."

"Can't hurt to try something new." Mark shrugs, handing him another twenty dollar bill and taking the drugs. He looks at the pills in his hands, seeing that tey're marked with a small 'x'. "Well, thanks, but I should get going."

"Not so fast." A voice stops him as he turns, facing three large Kingpin enforcers. "Gaxton, we hear you're selling what the boss man's present. That ain't what its for."

"Well, you're clearly got business to take care of, I should probably just-" Mark tries to slip past and grab his helmet, when one sidesteps to block him.

"Not yet, have to make sure you don't tell anyone you saw us here." The one blocking him states, cracking his fingers. "You should stick around a bit."

"Uhhh..." Mark tries to think fast, grabbing the motorbike helmet and swinging, hitting the guy over the head before running, putting the helmet on and quickly getting his bike started before racing off.

Two of them shoot after him, missing mostly due to their inability to hold their guns straight, allowing him to get some distance, while they continue to shoot at him.

"Go after them, go!" One of the thugs shouts to the others, causing them to nod and run to their own bikes to chase after him. While they turn around to return to hassling Gaxton.

...

"This is not happening again. This is some crazy illusion brought on from the fumes of the subway station. That's the only explanation." Peter mutters to himself, as he slowly turn to face Madame Webb.

"Oh, this is quite real, Peter Parker, and you'd be smart to listen." Madame Webb instructs him, causing him to visibly get annoyed and frustrated.

"No, alright, last time I saw you, I got into a fight with m now-ex girlfriend, and that's one of the straws that broke the camel's back. No more straws from you are going to break any of my camel backs!"

"Peter, that was not my doing. That was merely fate."

"No, I'm pretty sure you not letting me resolve issues with Felicia was on you, not Fate."

"Everything is down to fate. I am merely an observer."

"Well considering you're meddling in my life, telling my cryptic messages about the future, and in general basically trolling me with psychic stuff, no, you're not an observer. You're a meddling...oh I can't even think of a word to describe you that won't make my Aunt hit me for saying!" He continues to yell at her, before sighing a little.

"Feel better? Did venting help?"

"Not really, no." He replies, before looking at her. "What exactly is your deal? Why are you doing this to me?"

"Because as much as your emotions ma try to cloud your opinion of such, you're special, Peter."

"No I'm not, alight!" He shouts once more. "I'm just a stupid kid that was unlucky and got bit by a magic science spider, and are no cursed with abilities that have just made my life even more horrible. Nothing good has came out of me being Spider-Man, and that includes being harassed by you."

"Nothing? Peter, had you not become Spider-Man, you never would have experienced, while short lived, an honest and truly loving relationship. Had you not had Spider-Man, you wouldn't have a job. Had you not been Spider-Man, Dennis Carradine would have still killed your uncle, only he would go on without being caught afterwards and living the rest of his life without paying for his crime. Had you not been Spider-Man, Macaulay Gargan would have till gone insane and became the Scorpion, but without anyone to stop him. And Felicia? She would have eventually became desensitized to violence from her life and embraced her criminal lifestyle instead of escaping it. And those are just some of the ways Spider-Man has changed your world. Like it or not Peter, you need Spider-Man."

"No, I needed him, I don't anymore."

"You will always need Spider-Man. As does New York. There needs to be a hero. Not a mere crusader, like Moon Knight or Daredevil, but a face they can celebrate. That's you, Peter."

"But why? Why can't someone else do it?"

"Because, to be completely honest Peter, no one else has the balls to do it, and do it right." She continues, as a web of lines appear, and within it images appear. Images of a slimmer, smaller figure wearing a back costume with red webbing turning invisible, then someone wearing a blue costume with red details almost gliding in the sky of a futuristic city and swinging fast, and lastly a similar, but more sinister and inferior looking costume complete with black instead of blue, scratching the face of a criminal and punching one so hard he almost kills them. "In worlds where Peter Parker has died and been succeeded, while your successors may include an idealist with potential, a man of sin making up, or an egotist misusing your identity to escape jail time, you are, and always will be the true identity behind Spider-Man."

Peter lets this sink in for a second, then slowly starts.

"...there are alternate realities where I'm dead? Why would you show me that!?"

"There's worlds where you're a messiah, a savior, and a father. I would show you them, but that would spoil so much for you."

"But telling me I die and get replaced by a psychopath who...did they just punch off that guy's jaw!? So, showing me worlds where I'm a daddy would be spoilery, but showing me worlds where I'm dead and replaced by cold blooded killers, that's perfectly cool? Why are you so crazy!?"

"Only one of them is a killer, and that's not important. What I was saying, Peter Parker, is that Spider-Man is you. You are what makes Spider-Man the person that others look out and admire. You are the one that makes him appeal to their sense of hope. You may quit, you may be replaced, you may die, but when you do, the hope will die with you. Spider-Man and all he means to people, he exists only if you allow him to."

"OK, so what your saying is, it doesn't matter if its Dick Grayson or Jean-Paul Valley who replace me, I have o stay being Spidery until the day I die because if I don't New York will die? Are you trying to guilt trip me?"

"A little. But mostly, I'm telling you Peter, you cannot stay in your darkness forever. It hurts, it will always hurt. But, you must pull yourself up. You will be hated, you will be mistrusted, and you will be feared, but the good you will do for this City, and the good this city will do because of you, that is your responsibility. And with great responsibility..."

"...There's great power."

"The phrase works both ways. With the great power you hold, you have a responsibility to use it for good. But the responsibility you have, that is where your power truly draws upon. Your uncle raised you well. He would be proud of you." She gives him a small moment, just so he can allow himself to believe that and smile.

"I still don't get it. Why am I here, exactly? "

"Because, that's something that you needed to be reminded of." She smiles, as the smoke starts to rise again. "Remember, Peter, through hardships and struggles, never give in, and when the time is right you will see the true reward for your sacrifices. Do not forget that."

...

And just like that, the smoke clears away and Peter finds himself not too far from his home, though he's still got a long walk between here and the Daily Bugle.

Then, his spider sense spikes up, causing him to look around, spotting three people on motorbikes, heading towards him, with all but the one in front spraying bullets around, apparently aiming for the one in front.

No spidey suit to change into, web shooters are in his locker with his suit, and the closest stored spares are a good few miles out. Well, no Spider-Man interference for now.

Instead, he sidesteps the first bike, dodges the bullets with almost Matrix-like focus, batting away a bullet with his hand that would have probably it the person in the first bike, then simply pushes the drivers back as they pass him, knocking them off their bikes and onto the floor hard enough to incapacitate them.

At this point, he'd say a funny line then swing away, but as he can't do either, he just looks about for a way to go, when he's caught of guard.

"Parker?"

He looks back, seeing the driver whose life he just saved was none other than Mark Allan, MJ's friend, supervisor, and the brother of Liz Allan. "Holly crap, how the hell did you do that!?"

"Oh, well, you know. I play a lot of Mortal Kombat. Gives me great reflexes." He replies, shrugging.

"Huh, well, good thing you showed up when you did."

"Yeah, what was that about?" Peter asks, raising an eyebrow.

"Sorta a failed robbery. They tried to hold up a store I was in, so I ran and got on my bike, and they chased after me."

"Really?" Peter looks slightly unconvinced, but doesn't bother pushing it. "Well, I need to get to work, so I'll see you, whenever I see you."

"Right, I'll see you the next time I need my ass saving." Mark laughs, waving him off as he got back on his bike.

Now, he drove all this way to get away from them. Now if he can get home, get changed, then head to MJ's party.

...

A while later, and MJ's party is pretty much started the way parties usually go. Loud music, lots of spilled over food, and MJ banging her head to loud music while jumping on her couch.

"Hey, MJ." Harry says to her, getting her attention.

"Yeah?" She asks, as she slows down and sits on the sofa.

"Seen Peter? I thought he was ghonna be here." Harry asks.

"Not yet. He went to the Daily Bugle earlier, haven't seen him since."

"He's OK, right? I mean, after Felicia, well..."

"Yeah, he's been taking it hard."

"Still can't believe she'd just leave like that, didn't she care about him?"

"I'm pretty sure she did, it was probably hard on her too, but you can't force someone to stay if they don't want to."

"Yeah, I guess." Harry leans back in the sofa, sighing lightly.

"Hahaha..." The two look up, haring laughter coming from the bathroom.

"Oh for the love of, Flash, I told you that you're not allowed to flush people's heads in my toilet!" MJ yelled as she got to hr feet to accost him. "Get out of there, now!"

"What? They enjoy it!" Flash defends himself, putting Max Dillon down, as the quiet loner shakes his head and goes to find somewhere to sit alone.

"Out!"

"C'mon I'm just-"

"Get out!" MJ yelled, pointing at the front door.

"Fine, I'll find somewhere else to go. Come on guys." Flash sighs, motioning for the other football players and others to follow him.

"We're cool here Flash." Randy, setting up a karaoke machine, replies.

"Yeah, things are great the way they are." Kenny adds, eating from a box of cereal that he found while rummaging MJ's kitchen.

"We'd rather stay, thank you very much." Liz continues the refusal to join cycle, while browsing some CDs to play.

"Fine, I'll go by myself, you frikking Benedict Arnold clones." Flash mutters, heading to the door.

"Hey, where's Petey? I need his help on some science homework, he said he'd tutor me." Liz asks aloud, causing Flash, as he's closing he doo, to roll his eyes.

"He left for work a while ago, haven't seen him since." MJ replies, shrugging.

"Ain't you worried? I mean, don't he work down in the city?" Kenny asks.

"Yeah, have you tried calling him?"

"No need." Mark Allan, entering the small group with a drink in his hand, interrupts. "I saw Parker earlier, the little dude saved my life from some goons."

This raises an eyebrow from all but MJ, and Harry, though Harry doesn't appear to be paying him any attention. Harry for some strange reason doesn't like Mark.

"Little Peter Parker saved your life?" Randy speaks up. "The tiny brainiac who helped me pass trig last year?"

"Not sure about the trig thing, but yeah. I was being chased by some guys with guns-"

"Wait, you were what?" Liz asks him, still looking rather shocked.

"Don't worry Liz, I'm fine, just wrong place, wrong time. But, they were chasing me on my bike, went right past Parker, and he just came out decked them off their bikes and left them laying on the floor half conscious. Dude's crazy to try it, but man it was awesome to see."

"Wow, kinda like the time he beat the crap out of Flash." Kenny notes. "Must be adrenaline or somethin', hear people do all kindsa crazy crap thanks to that."

"Probably." Mark shrugs. "So, need help setting up the karaoke machine?"

"Yeah, this things pretty old, and bit crap. No offense MJ."

"None taken, I bought that from a garage sale for only two bucks. I'll be surprised if it works at all." MJ laughs, sitting back. "Harry, do me a favor and get the six pack out of the fridge."

Harry nods and gets up, while Randy and Mark try to set up the karaoke machine, with the latter stopping to slip one of the pills he got into his mouth and gulp it down, something that causes MJ to raise an eyebrow at, though she just shrugs it off. Not hurting anyone, right?

...

Peter sits outside, waiting as he sees the police lights coming up close. Without webbing to tie them up, he had to do what most people would do: Stay behind to make sure they stay down.

Soon, the police arrive, taking the two off of his hands.

"Parker, right?" Peter looks up, spotting George Stacy amongst the cops. "So, you called the police?"

"Yeah, I figured I should stay behind in case you needed anything, but yeah."

"You said they crashed, right? On what?" Stacy continues, taking out a digital notepad to record this.

"Each other, I think. They just lost balance and fell over, but they were shooting at another guy, so I figured they were probably the types I should call the boys in blue over."

"OK, Any idea who the other guy was?"

"Yeah, he looked like someone who used to go to my school. Mark Allan."

"Any idea where he might be now?"

"Not a clue." Peter shrugs, trying to think. "So, uh, can I go now? I'm massively late for a deadline at the Bugle."

"Yeah, don't worry, I was going there next anyway, I'll drive you." George tells him. "Unless you had another method of travel."

"Uh, not really, I kinda don't have money for a bus or train, police car works." Peter replies as George leads him to the car.

"So, I haven't seen Spider-Man around recently." George starts as they get in. "You have any idea why that is?"

"Not a clue." Peter shrugs. "But if you see him, do me a favor and tell me, I've been looking everywhere to get a photo of him."

"Its like he just up and quit. Don't suppose he's got any problems or anything, do you?"

"I dunno, maybe something personal happened, through him off his game."

"Yeah, probably."

"Must be hard, you know, doing what he does, all the while nobody trusting him. Especially considering he can't be older than twenty."

"Yeah, I guess so."

"At least he's got some support though, right?" George notes as he continues driving him. "I mean, he's got guys like Daredevil and Moon Knight helping him out, and support from people like me, and probably a family and friends."

Peter smiles a little at that.

"Yeah, I bet he does."

...

Well, there it is, the Daily Bugle, where Parker works.

Flash isn't sure of two things at the moment as he stands outside. How the hell Parker got a job taking pictures of Spidey, and why exactly he came here.

He doesn't even like Parker, or any of his friends. Why does he care if Peter's all bummed out and his friends are worried about him?

Sure, him and Peter used to get along OK, and yeah, so Flash's own friends feel bad for him too, no reason for him to feel bad as well.

But, he does, and he doesn't like that fact.

So, he heads inside, heading up the stairs, since as far as he's concerned elevators are for those too wimpy to get up themselves, and heads to the top floor.

On said floor, Jameson's office door is closed, as the various journalists, reporters, editors and photographers, and a bunch of other people in the Newspaper industry, as Flash walks through to the secretary desk.

"Hello?" He asks, tapping on a small bell.

"Just a minute." A voice comes from under the desk, surprising him as the young figure of Betty Brant climbs out, holding a large folder. "I'll be with you in a sec."

"No problem." He shrugs, waiting patiently, noticing something.

"OK, welcome to the Daily Bugle, how can I help you?" Betty asks him, as he blinks a little.

"Uh, Yeah, I'm looking for Peter Parker."

"Parker? Sorry, he's not in yet. He called and said he was running late, but if you want you can wait."

"No, that's OK." Flash replies, knowing Peter probably wouldn't be thrilled with him being here. "But can you leave him a message?"

"Sure." Betty nods, taking out a quick pad.

"Well, can you tell him his friends are worried about him? He's, not really acting himself lately, and they want him to know they're there."

"Ok." Betty writes it down, a little confused by that.

"Yeah, and tell him they're still at MJ's waiting for him, so..." Flash trails off. "Yeah, that should be it."

"Ok. Mind if I ask what's up with him?"

"Oh, it's a little personal." Flash replies. "Not sue he'd appreciate people talking about it."

"Oh, right. Well, thanks, I'll get that message to him as soon as he walks in."

"Yeah, thanks." Flash nods, turning to walk away, but stops a few steps away, turns back and goes back to the desk. "I'm sorry but, do I look familiar to you?"

"Uh...should you?"

"No? Flash Thompson? Midtown High?"

"Sorry, its not ringing any bells." She shrugs apologetically.

"Sam Alexander's 17th birthday party? Played Fifteen Minutes of Heaven?" Flash ells her, causing her to blush.

"Oh god." She covers her mouth, embarrassed. "I am so sorry, I didn't recognize you."

"Heh, it's OK. My ego's a little bruised, but my coach's told me I could use a few bruises there." He replies, grinning lightly at her embarrassment.

"Its just, you've grown your hair out."

"Yeah, I tried doing this, Bieber thing to see if it'd help get girls. Just got a few laughs honestly."

"Well, it looks nice now." She notes, smiling. "Sorry I didn't recognize you."

"Hey, it happens." Flash shrugs it off as he begins stepping away. "Well, I've got places to be, so I'll see you later."

"See you too. Have a nice day." She waves him off, as he waves back.

Flash turns, heading towards the stairs and heading back down, just as Peter exits the elevator with George Stacy.

"Well, thanks for the ride." Peter nods to the cop.

"Not a problem." He replies simply. "Good luck with your photos, and school and whatever."

"Uh, thanks." Peter nods back as he walks towards Betty, while Stacy walks towards Ben Urich.

"Mr Urich." George calls, getting the talented reporter's attention.

"Uh, yeah, just a minute." They hold a hand out to stop him, quickly finishing typing what he was typing. "How can I help?"

"I'm currently looking into some, bizarre case, about superpower inducing drugs, I was wondering if you had any information on anything like this."

"Right, let me just check." Urich replies, pressing the backspace to delete his current search enquiry. George looks over his shoulder as he just catches a glimpse of the work 'Park' before it disappeared with the search results.

"OK, superpowers." Urich types it in, looking at the results.

Meanwhile, Peter, who was just overhearing this as he walked down to Betty's desk, got to the assistant.

"Mrs Brant?" He asks her as she looks up.

"Please, Bright Eyes, just call me Betty." She replies. "Here to drop off photos?"

"Yeah, Is Jonah in?" Peter asks, pulling out an envelope of photos.

"He's playing golf with Robbie right now, but I can take care of these for you." She takes the envelope off his hands, looking through the photos. "Well, I'm no editor, but we can probably take them all, give me a sec to right out your check."

"Yeah, great, thanks." Peter smiles as she dos such, handing him his check soon after.

"Wait, before you go, are you OK?" She asks, stopping him.

"Uh, relatively. Why?"

"A friend of yours came in earlier, literally just a few minutes before you left, asking for you. Said you were going through something, and wanted to tell you that your friends are there. Mind if I ask what that's about?"

"Oh, my Girlfriend, well, ex, girlfriend, kinda left town, permanently, and we had to break up because of it."

"Oh, that must suck. I'm sorry to hear about that."

"I'm sorry it happened. I really liked her, she was kinda my first real girlfriend."

"Wow, well, you know, keep your chin up, I'm sure you'll meet a new girl soon. Or, a new guy, it's the twenty first century, you never know." Betty tells him, trying to be helpful.

"Thanks, but at this point, I really just need some time." Peter shrugs.

"Well, don't worry, things always get better. Just need to keep moving forward."

"Yeah, I guess." Peter smiles at that. "Well, I better get going so, I'll see you next time I have photos."

"Will do, see you later." Betty waves him off as she he turns to leave.

...

Meanwhile, back at the party, the karaoke machine is up, and Kenny, Randy, and Harry are all singing a song together.

"...You're insecure. Don't know what for." Randy sings, slightly off-key.

"You're turning heads when you walk through the do-o-or." Harry continues.

"Don't need make up to cover up, Being the way that you are is enough." Kenny then puts in.

"Everyone else in the room can see it." Harry takes over again.

"Everyone else but you." Randy finishes before they get to the chorus.

"Baby you light up my world like nobody else.

"The way that you flip your hair gets me overwhelmed.

"But when you smile at the ground it aint hard to tell.

"You don't know, Oh Oh.

"You don't know you're beautiful." They sing in union, continuing on from there.

"You know, I don't know what's a bigger shock, that they chose this song, or that they're unusually well organized and choreographed." Mark comments, laughing a bit.

"Yeah, all three of their man points just took a hit right about now." MJ replies, laughing also. "You know, I half expected you to be up there singing too."

"Because of the pills?" He asks bluntly, making her look towards her drink awkwardly. "Don't worry, I noticed you saw that. But yeah, don't worry, its just a few pills to make the night more memorable."

"So your saying that to enjoy my party, you need to take drugs? What a nice and wonderful boost to my confidence that gives me."

"No, haha, no not like that. Just, something I do at parties. Makes me more fun." Mark explains. "Trust me, when they kick in, I' even more fun than I am already. They're not bad pils anyway, they're safe, don't worry."

"OK, but no doing druggy antics. Not at my party." MJ warns him.

"Don't worry, I'll be fine. What's the worst thing that can happen?"

A few minutes later and, as he predicted, he's gotten slightly more fun, taking over the karaoke.

"...I'm ganna do it right. Let me light a fire in you tonight." He sings, pulling a pose as he does. He looks towards the grinning MJ, holding a hand out towards her.

Laughing awkwardly, MJ just shakes her head, making him grin as he grabs her hand and drags her into the centre with him, getting a few teasing laughs from the others.

"My eyes have never seen. Someone who looks like you." Mark sings, surprisingly well considering he's intoxicated, as MJ blushes and tries to hold back laughter. "I wonder if you dream. Of my hands loving you. Because I know I do."

"Woo!" MJ yelps when he pulls her close towards him.

"Every day and every night. And I know I'll lose control. If I can't crush this apatite." He starts grinning, as she just smirks back.

"Careful there Bon Jovi." MJ whispers to him, while he starts to feel hot. No, not the euphemism way. Literally, he starts feeling like his muscles are burning up, and his skin is melting. Shaking of the feeling however, he just returns to singing.

"This dream is eating me alive." Mark sings, lifting MJ up, surprising her a little as he holds her weight with just one arm. "Can't you see I'm burning up inside. I pray I will not be denied." He leans forward, but she pushes him back, making him instead do a quick headbang, while his forehead starts to get red and he starts sweating.

"Let's light a fire tonight. Let's play the music loud. Let's build the flames up high. Let's burn into to the ground." He continues singing, swinging MJ to the side and dipping her a bit, making her grab his shoulders for support while the others start to notice the literal steam coming from his back.

What the hell is going on?

"You better." He stops for a second, trying to breathe.

"Ahh." MJ pulls her hands away when they start to feel like they're actually burning.

"Better hold on tight." He sings with less effort, putting her down.

"You OK-" MJ starts to ask.

"Cause I'm ghonna love...love..." He tries to finish the line, collapsing to the floor.

"Mark? Mark!?" MJ crouches down to see if he's OK.

"Mark!" Liz shouts, running to check on her brother. "What happened!?"

"He was singing, and then he just, well." MJ tries to explain, covering her mouth. She tries to check his temperature, but burns her hand on his forehead, as he continues steaming up.

"Here, he needs to cool down." Randy tells them, pushing them back. "Someone get some water, Kenny, help me get his jacket off."

"Right." Kenny nods as Harry goes to get a glass of cold water. When the two nicer jocks try to grab the jacket, the briefly pull back from how hot it is, but nonetheless power through and pull off the jacket, as the shirt underneath catches fire. "Holly crap!"

"Here!" Harry chucks the water over him, but it literally evaporates first.

Soon his shirt and jeans start to burn away, as his skin starts to get tougher, almost coating in steel, only for it to melt from the heat of his body.

What the hell did he take?

"What's happening to him!?" Liz questions, as MJ pulls her back so she doesn't burn herself, while Mark starts to adapt to the pain, trying to get up.

"Its like he's, I dunno, mutating or something." Randy replies.

"This is messed up." Hobie comments, surprising Harry.

"Where'd you come from?"

"Sorry, I had to pee, what's happening? Last I checked you and the other two were singing."

"Hobie, Harry, go get help." MJ tells them as Mark tries to briefly use her for support, making her scream and pull away. "Ahh!"

"Right." They nod, running out the door.

"What's going on with him?" Liz asks as she starts to get panicky, tears baring as she watches her brother seemingly turn into fire.

Unable to see clearly, Mark looks around, feeling himself begin to adapt to the powers. His muscles, while they feel like they're literally on fire, they also feel metaphorically on fire too, as they start to feel stronger.

"What the?" Peter wonders to himself as he approaches the house, seeing he bright light inside.

"Peter!" Harry shouts as him and Hobie run towards him.

"Guys? What's going on? Where's MJ?"

"Peter you won't believe it-" Hobie starts but Peter interrupts.

"Where. Is. MJ." He reasserts.

"She's inside. Man, things were getting weird, then he starts to burn up, now he's like he's some kinda molten guy or something." Harry explains.

"Wait's he's inside there!?" Peter questions, looking back at what appears to be the house setting on fire.

"Not just her. Liz, and Randy, and Kenny, and other people in our class who's names we don't care about enough to learn." Harry replies.

"Go call the police, and paramedics." Peter told them, running towards the house.

"Wait Peter that's not such a-" Hobie starts but Peter's already running too far away. "Wow he's fast."

Peter runs at it, sensing something bad from inside. Like, energy being built up, ready to fire out. Damn. No time for a door.

Peter dives through the window, grabbing the ceiling with his hands and swinging into Mark as he starts to erupt with thermal energy, causing a blast of heat to shoot out and hit MJ's TV, as Peter's kick sends him out the back window and avoids the blast hitting anyone.

"Holly $&!£ Parker." Randy, despite usually being cool, spits out. "How the hell did you do that?"

"Oh, I just shouted Shazam, and these things happen." Peter replies without missing a beat, grabbing the first liquid he can and poring it over the small fire. "Everyone OK?"

"Peter, Mark, he was-" Liz begins telling him, stopping half way through.

"He was what?" Peter asks, as she slowly points to the window. "Wait, that was your Brother?"

"We were just dancing around, then he suddenly started burning up and set on fire." MJ explains, looking quite shocked and gripping her hand.

"Are you OK?" Peter ask, kneeling down to look at her hands, seeing the slight burns.

"I'm fine, really." She replies, flashing a smile.

"OK, everyone, you're going to want to head home, this is all pretty messed up." Peter tells them. "We'll clean up and wait for the cops and all."

"Right, what about him?" Randy asks, pointing towards the window.

"We'll check on him." MJ interrupts. "You guys head home."

"Can I stay?" Liz asks as the other two wave goodbye and leave. "I man, is my brother."

"Sure." MJ tells her. "Go clean yourself up, we'll deal with cleaning this mess up."

"Thanks." Liz smiles, going to the bathroom.

"Thanks for getting here when you did." MJ says to Peter.

"No problem." He replies, grabbing a bag and putting some of the empty cups away. "What happened to him?"

"Well, either Mark was bitten by a radioactive fire, or its something he took."

"Huh?"

"He, took some pills earlier. Like, Speed and stuff I think. He said he does it all the time and its nothing to be worried about, but."

"But, what you're saying is, you let him take drugs?"

"It was a party, people do it all the time. I didn't think this would happen."

"And you think they did that?" Peter thinks, then he remembers what he hard George Stacy say to Urich. "Wait, I heard about this. George Stacy was talking about it. Yeah, it's the drugs then."

"Well, that's a little messed up, now what-"

"Duck!" Peter interrupts as his spider-sense fires off, making him tackle her down to stop a random blast of heat from Mark as he goes back inside, barely able to see anything but blurs. "MJ, get to Liz and get out, he's going haywire."

"Wait Peter!" MJ starts as Peter goes to stop him.

"What have you done to me!?" Mark roars, unable to think clearly, swinging at Peter when he gets close.

Spidey sense buzzes and Peter catches the fist, but then withers in pain as his palm is burnt.

"Don't touch me!" Mark yells, punching him once in the chest, sending Peter flying out of the window, and crashing into an oncoming police car.

"What the hell?" The cops ask, as Mark storms out, causing the cop to look at him terrified and draw out his gun. "Don't move!"

Mark merely glares, causing him to unintentionally fire heat at him to melt his gun in his hands. Another cop car drives, spotting him and, out of fear after seeing him do that, tries to run him over, only for Mark to hit it with his fist, totalling it.

"Crap." Peter spits out, watching Mark run, just as he starts to black out.

...

Cops fill MJ's house, as a paramedic treats their burns and Liz has been driven home. MJ's lucky enough to not have anything major, just some cream on her hands and shoulder and she's fine. Peter though has his hand bandaged up pretty badly, just as George arrives.

"So, Miss Watson." He announces, noticing Peter too. "From what I've gathered this has been a pretty hectic night for you."

"Pretty much." She shrugs.

"And Parker." George calls to him, making Peter a little worried that he's going to find him being there coincidental. "That was pretty brave of you. Hope your hand gets better."

"It's OK. It's my right hand. I'm a lefty anyhow." Peter replies, making George laugh a little.

"Well, we'll look out for him. You kids be safe." George tells them before returning to his car.

"OK, now that they're gone." Peter states as he begins walking down into her basement.

"Peter? What are you."

"I'm getting my suit, the one I gave you to look after. They won't be able to stop him, not without seriously hurting him. Spider-Man's making a big return, and he's saving Mark Allan from all this."

"Peter, Your Spidey stuff isn't here."

"It isn't?"

"No, I thought that someone might wander around and find it, then jump to the conclusion that I'm Spider-Man. So I moved it to the Spider Web at school."

"All of it? Now what?"

"Well, I did keep something." MJ runs past him, lifting up a creaky floor board and pulling out his web shooters. "You only have ten shots, so you'll need to use them carefully, but that's it."

"Huh, Well I guess I'll need a mask." Peter notes, looking about, until he spots something. "How old is that bag?"

...

_And now we're almost to where we were earlier._

Peter makes his way with minimum web use as possible, following the trail of fire until he finds where he's looking for, all the while wearing a paper bag on his head.

Not too far away, back in Gaxton's store.

"You did this to me!" Mark yells, tearing up the store as Gaxton, badly bruised and beaten, and the thug that came earlier, both cower behind a table as he burns through everything they throw at him.

"Mark, stay back man!" Gaxton yells as he moves to hide behind a different table, as Mark effortlessly breaks through everything they use to protect themselves.

"Hey there, flame head, I think you're ripping off someone else's gimmick." Peter calls as he stands on the wall. "The fire thing, copyrighted to a guy named Jim Hammond. Heard of him? He's prepared to se unless you stop stealing his bit."

"Who are you?" Mark growls, snarling a little. The drugs and the powers are really messing with his mind.

"I'm the Amazing Spider-Man." Peter replies.

"Wait, where's the suit?" Gaxton asks, noticing he's wearing just a pair of dirty jeans, a blue jumper, and a paper bag.

"I left it at your sister's place." Peter replies quickly.

"Uncalled for!" Gaxton replies, but before Peter can reply, Mark throws a table at him.

_And, now we're back here. So, let's just skip the ass kicking you saw, and get back to me being knocked into a wall._

Peter pulled himself up, coughing at a putrid smell. He look round, realizing that there's a lot of large chemical cylinders, all containing some horrible smelling substance. He recognizes it as a petroleum derivative, making him try to remember, when he notices the name:

Benzene.

Crap.

Peter scampers to get back up, and get out quickly, before Mark goes in.

Benzene's too flammable. He comes hear it, it'll explode and start a fire that, as well as killing them both, will be virtually unstoppable.

He jumps out of the window, landing on Mark and kicking him back away from the building. He can't let him get near it. He looks about, spotting a ton of people watching. He definitely can't let him get near it.

"Mark, snap out of this!" He yells at him, using one of the few web lines he has to drive Mark further away.

"Don't tell me what to do ya freak!" Mark yells, almost throwing fire at him, making Peter dodge quickly.

"Irony doesn't appear to you, does it?" Peter asks, dodging the blasts of fire to the best of his ability.

"Just die you bastard!" Mark yells once more, grabbing a car and throwing it at him, knocking Peter to the floor and tearing the paper bag from his head, but then crashing through the window of the benzene filled warehouse.

"No." Peter says quietly, before pulling himself up and running at it as an explosion erupts inside, and he hears the fire worsen. Seeing people nearby, he dashes forward, moving as fast as he can.

He blocks a ton of boiling glass that was about to hit a business man using his own back. He grabs a woman and her baby, moving them out of the way of flying rubble, despite himself being hit by it too. He webs a car, pulling it towards himself to both pull him to the other side of the building and also to absorb the impact of a large piece of the wall that was about to crush two people. As he flies from this, he clings onto a piece of falling wall, kicking it out of harm's way, then spins a webline, swinging to tackle a couple out of the way, then landing at the back of the warehouse, spotting some, likely flammable, fuel tanks. Gritting his fists, he moves up, firing the remainder of his web lines at the tanks and pulling them back and away from the warehouse.

And he does it all before it can finish exploding.

He can't douse out the fire, he can't directly fight it, all he can do is keep people away and don't give it any more fuel.

And that's just what he did, as people move away and fire fighters move in, taking over keeping the fire secure.

"You."

Peter turns, looking at an angry, flaming Mark Allan.

"You? You're Spider-Man!? Peter Parker is Spider-Man!?"

"Well, right now I'm the Bombastic Bag Man."

"YOU'RE SPIDER-MAN!?"

"The 'Amazing' Spider-Man. Gotta has tittles set."

"This is your fault, isn't it!?" Mark yells. "You were there when they were chasing me, its you they were making this crap for! They turned me into this because they wanted me to kill you!"

"I don't think they intended that-"

"Well that's what I'll do!"

"Cra-p."

Peter moves as fast as he can as Mark lets loose as much firepower as he can muster. He has only one web line left in each web shooter, he can't get too close without burning, and he's already in a ton of pain from absorbing all those blows to protect others.

Then he notices, just down the block: The ocean.

Thinking fast, he lands on the opposite side of Mark to the water, looking behind to see a car.

"Mark, last chance. Calm down, and start thinking straight." Peter warns him.

"You arrogant son of a-"

"I tried."

Pet runs at him, leaping up before he can fire at him, and fires a webline at the car, and another towards just before the ocean. He leaps again, pulling both strands and twisting.

At first Mark doesn't understand, until the car, thankfully with the break off, crashes into him, driving him down the block befoe he can react and crashing straight into the ocean.

He tries to get as hot as he can, but he can't evaporate all of it.

He tries to get free, but he can't, not when the web tangles around him.

He tries to breath, but he can't underwater.

As Mark slowly returns to normal while drifting into unconsciousness, a figure dives after him, tearing the webs away, lifting the car away as it stars to pin him to the ocean floor, then drags him back up.

Peter plops the powered down Mark Allan on the street, checking his heartbeat, breathing, and pulse. He does what he can to get him breathing, until Mark coughs up the water chocking him, and begins to snap back awake.

"Spider-Man."

Peter's eyes widen, when he hears George Stacy's voice.

"Don't, don't turn around, I know you don't like to show your face, I understand son."

Peter keeps his eyes on the unconscious-though-alive Mark Allan, while Stacy keeps his eyes away from the back of his head, looking elsewhere, like Spider-Man's bandaged right hand.

"You saved his life, you know." George starts. "The drug he took, that made him like that, it kills the people who take it if they don't gain control. Their bodies aren't able to handle it. This kid, he'd of eventually melted had you not just nearly drown him."

"Doesn't feel like I saved him." He mutters, noticing that he still hasn't woken up.

"It's better he be comatose, then be dead. At least he has a fighting chance." George replies. "Listen, I'm first here, the other cops are still arriving. No one's seen you yet, if you go now, no one will know you were here."

Peter thinks, before nodding.

"Thank you."

"Least I can do, Son. Just glad your back."

With that, George turns away, allowing Peter to get away fast.

...

Back at MJ's house, she tries her best to clean up the glass, all the while thinking of a way to clean up the burn marks on the floor and walls.

"Honestly, I'd leave it for now."

MJ looks up, as Peter stands, soaked, cut up, bleeding, and in a general mess, but, for the first time in a while, he's smiling, honestly smiling.

"I can just put up some wooden boards for now to cover up the windows, and let you sleep on my couch for tonight."

"Ooh, Temping." MJ replies, grinning. "Though next time you decide to save the day, mind using a door?"

"Don't worry, net time I will. Ad enough jumping through windows to last a lifetime."

"Lucky you."

"Yeah." Peter laughs at that, looking at his injured hand.

"Guys at school are going talk. Tell everyone how much of a hero you were."

"Yeah, well, let them talk." Peter shrugs, as he holds up his mask. "Not like 'm not used to whispering."

"Hey, your mask. How'd you-"

"Took a detour to pick my stuff up from school."

"So, this the return of the Spectacular Spider-Man?"

"Kinda." Peter shrugs.

"Well, good then. I proffer the mask and tights to the paper bag and jeans look, your ass just looks so much better in spandex." MJ states, making Peter laugh.

"Thanks, MJ."

"You're welcome, I take pride in making sure people are comfortable with the look of their rears."

"No I mean, seriously, thank you. You, kinda really helped me through this a bit." Peter explains. "I got abducted by Madame Webb, and a pep talk from Betty too, but, you did more than just pep talks and consoling words. You actively tried to help me feel better. You even went to the Bugle to see if I was alright. Thanks for really being there."

"Well, I'd like to take credit for all of that, but I can't accept credit for the Bugle thing. I've been here since I got home from work."

"You have?"

"Yeah."

"Then who went to see...not important. Either way, thanks MJ, Thank you for helping me."

"Don' mention it Tiger." MJ replies, plopping down on her sofa. "Like I told you when we first met, You hit the Jackpot. And, being an awesome, talented and extremely hot best friend, that's all part of the jackpot. You'd mind not forgetting that."

"Promise I won't." Peter laughs, sitting next to her.

"Good, now then. Next order of business." MJ states, putting a microphone in his hand. "Your turn at karaoke. And sing a song without any fire based imagery, that'd be swell."

...

Next Time:

Harry's Birthday is coming up, and Peter and MJ bond over shopping, but something else is up: Dennis Caradine's Trial. When the guilt ridden Uncle killer makes a deal with the prosecution relating to the Big Man, however, he faces the chance with getting away with murder. Or, at least he would, if not for the fact that a vigilante serial killer known for leaving Skull shaped marks behind sets his sights of Carradine. And Peter? Well, he finds himself protecting the man who killed his uncle. Odd how things go, huh?

...

Notes:

-The inclusion of Peter using the Bag-Man persona again was that I felt that, the last time he did it, I didn't really do much with that. I think I wasted an opportunity thee, so I'm doing it again. Might become a running gag if I decide to do t again.

-The Lizard factoids are all true, except the healing one (that one's made up and to act as some kind of foreshadowing to something to do with Doctor Connors becoming the Lizard). Lizards are in fact scientifically proven to be awesome. When I was younger I used to read a lot about lizards and dinosaurs, because I was a little bit of a reptile nerd. I used to have two lizards as pets, and I'd like to get some more at some point, preferably a male and female one so I can sell their offspring to pet stores and make money. Lots of money (there's big money in lizard breeding you know). Fun fact, you don't need to buy new food until a little bit later, because their food, which is usually beetles and locusts, is alive when you give it to them and can actually reproduce if given enough time without being killed. So, if you put in some grass in the enclosure for the bugs to eat, you could wait a whole month before they're all gone. Now you know!

-(And knowing is half the battle!)

-((G.I. Joe!))

-Small note about the story. While working on this, I looked over the story and made some tiny changes here and there, mostly concerning ages. The biggest difference is that most of the cast were booted up from sophomore to junior, as I realized that, outside of the Ultimate Universe, most depictions have him start at 17, not 15, as I originally had them. I decide to change it for a few reasons, but the major one being to make it slightly more with other depictions, and that I was looking over the plan I had for the story and it worked better if they were slightly older. Nothing major, just needs to be mentioned.

-The scene with Madame Webb showing successors to Peter from alternate worlds are, in order they were described, Miles Morales, Miguel O'Hara, and, ugh, Otto in Peter's body. Yes, like everyone, I'm pissed at that. This is One More Day level hackery, only this time I'm actually following the comics as it happened. To think it was following a semi-decent Hobgoblin story (well, the story itself was fairly bad, but the ending was awesome), and by the guy who gave us Spider-Island, I just want to burn every copy of Superior I see (and what does amuse me was when the comic book store I frequent released them, they had entire piles of the books left over. Usually by the time get there there's about five or six copies of each book let, but that time there was two large stacks, and more at the counter and by the corner, so at least I an take comfort in knowing that Marvel is losing money over this stupid idea). So, yeah. I wanted to have Madame Webb say something encouraging about how in worlds where Peter is no longer there, Spider-Man is continued by people who just can't compare to him. I felt bad, since other than Otto, I actually like the replacement Spidey's, I mean I like Miles and Miguel, they're both cool characters, I just proffer classic Peter Parker a whole lot more.

-Still, I REALLY hate Otto!Spidey.

-Harry, Randy, and Kenny's song is, of course, One Direction's 'You Don't Know Your Beautiful', which is the only song I've heard, is admittedly catchy, but I have no interest in hearing any more. Mark's song is 'Light A Fire Tonight' by, the VERY strangely named band 'Nuts in a Blender'. I picked it originally because I got it in my head and I thought it fit with Mark trying to hit on MJ a bit, and decided to keep it when I realized the irony of him singing a song about starting fires only to become Molten Man.

-Rushed to get the finale done, somewhat happy with it. This ended up longer than intended, but at least its up, so I hope you enjoyed it, don't forget to review!


	17. Punishment is Coming Pt1

Here's the next chapter, I hope you enjoy, remember to review, etc. A few things are happening here, I'm introducing my take on Punisher, I'm setting up Kingpin's story arc, building the romantic arc between MJ and Peter, and also, I'm bringing Dennis Carradine into a supporting character role. Considering his importance to the Spider-Man mythology, no one's really ever explored his character. Admittedly, the idea of him being just a random thug does appeal somewhat, being that it shows that it was just random chance, but this is my take, so I'd like to develop Carradine a bit. So, yeah, this was a plot line I planned to do later, but decided to do it now.

Also, in this chapter, Peter does something incredibly stupid. I apologize for giving him an idiot ball in this one, but it was the only way to get the plot to work. There's also two violent torture scenes (well, this is a story with Punisher in). So, for those who are squeemish or uncomfortable with that, feel free to skip this chapter. I'll make a quick summary up and put it at the bottom of the plot points of this chapter if you don't want to worry about missing stuff, since I understand if you'd like to skip this unusually dark chapter.

...

Two days ago.

NYC Court, just finishing the final hearing of a case Murdock has been working for quite some time.

"Ladies and Gentlemen of the jury, before you make your final verdict, remember." Matt Murdock tells them just before they go off. "This man standing here? He is a murderer, a thief, and a convicted felon. But, he is also remorseful, a man of God, and also a key witness in the case against one Frederick Foswell, the infamous Big Man of Brooklyn. A murderer, a drug dealer, a pimp, a thief, and a parasite on this great city. He is not, remorseful. And he is no man of God, no matter what stretch of the imagination you could make."

On one side, Dennis Carradine, the man who killed Uncle Ben. On the other, The Big Man, a crime lord that Peter and Co took down. While its not quite how it works, the jury is going to decide between which one gets convicted. Foswell goes down, and Carradine is acquitted for giving evidence. Foswell goes free, Carradine faces trial for murder and aggravated robbery.

Matt watches as the jury step out, and in less than an hour, they return. The decision was simple.

"We find the defendant, Frederick Foswell," The juror starts. "Guilty."

Carradine, having been standing to hear them, sits with relief, while a man in the back row, sat in the shade, gets up and walks towards the exit, leaving behind a small trinket. The man who left walks out of the courthouse, stopping by the street and sitting on his highly modified motorcycle. He opens the compartment on the bike, pulling out a box of cigarettes and a lighter, taking a second to smoke, before pulling out a small list of names, most of which have been crossed out. Near the bottom, two names are uncrossed, until he takes out a pen and crosses out 'Foswell', leaving behind only one more name: Carradine.

Meanwhile, in the courtroom, a police guard notices the trinket this man left behind a piece of paper, from a newspaper story on Carradine's testimony, one that has been painted over with a white ink, leaving behind the simple, gripping image of a skull, a symbol that, when police guards find the paper later and investigate it, they realize its meaning. A meaning he voices as he looks up from his list.

"Dennis Carradine, and all who defend you..." He speaks up.

"**...Punishment is Coming"**

Present day.

At their local church, Aunt May makes her way out of the open entrance as the morning masses disperse and return to their homes, heading to the street to make her way home. It's been roughly six months since Ben's death, and going to church has really helped her make it this far. She's been working part time at the church to help raise funds for the place, in whatever manner church's need financial help with that non-church goers don't know about.

So, she leaves the church with the rest of the morning mass, heading home quickly. She stops by a local shop, picking up some fruit and such for dinner, then continues on to her way home, oblivious to the man watching her from his car. A man who, while last time he was in this neighbourhood was doing so with malicious intent, here, he has a much more noble intention: Apologizing.

Just as she's turning the key in her door, the figure makes his way down her street, stopping his feet and stopping her by calling her name.

"May Parker?" The man asks, a nervous twitch in his foot as he waits for her to turn around. "I'd like to apologize."

"Excuse me?" May raises her eyebrow, turning to the figure. For a moment, she thinks it might be the driver who knocked over their mail box, but when she turns to see him, however, she instantly recognizes this man. She doesn't reply with words at first, merely dropping her shopping bags and gasping in slight horror.

"I-I want to apologize for what I-I did to your family. I want to say, I'm sorry, for killing your husband." Carradine says to her, finding it difficult to even look her in the face as he tries to avoid mumbling his words, a feat he finds difficult. Of course, how easy could saying you're sorry for killing someone's husband of twenty years over some loose change and their phone?

He tries to wait for her response, but when all she does is stare, he tries to step forward, making her visibly recoil, which of course makes him step back.

"I-I'm not sure if you could ever forgive me, but, I'm willing to give anything for a second chance. I-I sold most of my possessions, while in jail, so I can give you money, but I know that's probably not what you'd want. I, I'll try to do anything I can, I just, want to know, if there's any way you can forgive me for what I've done."

"...Forgive you?" May asks, with a voice filled with a tone she's never once used, and a glare she'd never thought to give anyone.

"I know, you hate me. I hate me too, honestly, I just want to make this right." Carradine tries to step forward again, but her reaction's much worse.

"Don't you dare step one foot on my home!" She shouts, louder than he expected her to be capable of, forcing him back.

"Please, I don't want to make a scene." He tries to ask, noticing as others in the street start to take notice, and soon, all but a few who're too far to see have taken to watching the man trying to ask May Parker to forgive him for shooting her husband.

Some of the few unknowing of the situation, such as Peter and MJ, meanwhile, absent-mindedly make their way down the street.

"...I don't think it matters that no one else would think to buy him it MJ, you can't show up to Harry's house and give him socks for his birthday." Peter laughs, getting a slight shove as he walks with his neighbour friend, after a day of shopping for a present for Harry's birthday, a trip that housed no success for the latter of the pair.

"Well why not? Its something he needs, its something no one else'll buy him, and it'll mean I now know the answer to Harry's most personal secret." MJ retorts, shrugging as they walk.

"the colour of someone's socks is not someone's most personal secret." Peter rolls his eyes. "And if it was Harry's, he'd have some weird intimacy issues."

"I never said it was just the colour, they come with patterns, pictures, and words too." MJ smirks. "Besides, its not that weird of a present."

"It kinda is. I mean, socks are basically a type of underwear. It'd be like one of us showing up for your birthday with some new bras."

"Well, for future reference, this year's been kind, so make sure you get the right size."

"I didn't mean we would...you know, doesn't matter. You still can't just buy the guy socks for his present."

"Fine." MJ sighs, shrugging. "Well, what if I bought _him_ a new bra? I mean, he's not exactly a Vogue girl, but I bet this year Harry'll fill out."

Peter responds by laughing a bit, shoving her a little, then realizes that such an action with super strength would go from playful to murder, so he stops her from flying into traffic.

"Wow, careful with the shoving there, Tiger, unless you want to find out why roads and people don't mix too well." MJ responds, steadying herself.

"Sorry, didn't mean to push so hard." Peter laughs as the two continue on their way, getting closer to his house, and spotting the sight.

"...please, just go!" May shouts to the figure as Peter watches for a second in confusion, as he slowly recognizes the man she's shoving away from their home.

And with that, he drops his bags, just as May did, then storms over there, all before MJ could stop him.

"Peter, wait." She tries to call after him, but he merely continues on his way, approaching Carradine.

"You!" Peter yells as the man turns around, only to be grabbed by the collar and shoved into the wall next to the house, making a noticeable crack and dent.

"Peter..." May or MJ, Peter can't tell which, tries to call to him, but he continues forcing Carradine into the wall.

"Why the hell aren't you rotting in jail right now!?" Peter demands, his grip tightening, as the man tries to breath despite being slightly strangled at the moment.

"...Please, don't want to do this." Carradine begs, trying to pry the younger man's hands from around his clothes.

"Tell me now, why you're not in jail!?" Peter repeats, pulling him back then shoving him again into the wall, knocking one of the cement slabs from its place.

"I-I made a deal, with the DA. I-I gave up what I knew, on the Big Man, and they let me go." Carradine explains, struggling to balance himself.

"They did what?" Peter questions with an almost whisper-like volume, pushing him further into the wall.

"They-they gave me a deal!" Carradine continues. "I get an honest job and stay out of anything illegal, they let me walk for helping them. Please, Peter...Please Parker, you're killing me here."

"Peter, stop." MJ tells him, trying to pull him from Carradine. "Don't do this."

Peter tries to ignore her, until she pulls him enough to make him see the crowd watching.

"Don't think this helps keep Peter Parker a low profile." She tells him. "And neither would killing him, let him go Peter."

With an annoyed sigh, Peter relents, shoving Carradine onto the concrete, away from their home.

"I don't want to EVER see you again, you hear me?" Peter warns him, his fists clenched, as Carradine glances as the wall, that now looks like a structure ruined by a bombing of some sort, reminding him of what this kid is capable of, and why he should listen to him.

"I just, wanted to say I'm sorry."

"I don't care. Stay away from my family." Peter repeats, watching as the man slowly picks himself up and drags himself away.

...

Inside, moments later, Peter sits in a hunched manner, still angry at the sight of Carradine and the knowledge of his freedom.

"You OK Pete?" MJ asks, putting a cup of warm chocolate-based drink next to him on the coffee table.

"Not thirsty." He mutters, trying to motion away the drink, but to no avail.

"Come on, don't bottle things up." MJ tells him, sitting next to him. "Besides the obvious, what're you thinking now?"

"Right now? I'm thinking of heading down to the station and demanding to know why he gets to walk." Peter sighs, taking the drink and gulping it down, ignoring the scolding heat the best he can, and failing.

"You should maybe let that cool down-"

"And why, exactly, weren't we told about this?" Peter asks the two, turning to look at them. "I mean, shouldn't they've contacted the press and made them run a story on it, or at least contact the family of his victims?"

"Peter, it's not that simple." May tells him, returning to the room holding her own drink, and another for MJ.

"Well why isn't it?" Peter asks her, looking to her as he notices her avoid looking at him, as MJ does the same thing. "What? What is it...wait, you knew, didn't you?"

"Kinda." MJ sighs. "But we only kept it from you because we didn't want you to get worked up over this."

"Get worked up? He killed Uncle Ben, he killed the man that raised me, and he gets to walk free?"

"Please, Peter, I don't want you getting yourself angry at this." May states, sitting opposite him. "Please, just drink your chocolate."

"Fine." Peter sighs, taking a sip of the drink. "What I still don't get is, he said he needs to keep his job. Who the hell would give a murderer a job?"

"That's the awkward part." MJ rubs the back of her neck, avoiding looking at him again.

"What? Who gave him a job MJ?"

...

OScorp, Norman Osborn's office.

Norman trains with an instructor of some sort, the two striking at each other with bokken, or wooden swords if you proffer non-pretentious terms, while almost dancing around the large office.

"Mr Osborn, a friend of your son's is here to see you." Osborn's assistant beeps in, as Peter makes his way into the office.

"Thanks for the heads up Brian." Norman responds, striking the trainer twice as hard as he can, knocking his weapon from his hand and tripping him up. "Peter! What may I ask brought you here?"

"Dennis Carradine, ring any bells?" Peter asks him, in no mood for Osborn's affable tone.

"Only a few." Norman responds, dismissing his trainer as he turns to a more serious tone. "How many should it ring?"

"He killed my uncle, and you gave him a job." Peter explains simply, watching as Osborn returns to his desk, listening to him. "Why would you do that?"

"Peter, honestly I had no idea." Osborn replies as he reaches for a bottle in his desk. "I employ a lot of people every day, I don't always remember who I give a job to."

"An ex-con right out of jail? You don't remember giving a job to them?"

"Peter, I give a lot of ex-cons jobs in my factories, it's purely a business strategy." Osborn defends himself, pouring out a drink for himself. "I'm sorry but I honestly didn't realize when I hired him."

"But you-" Peter starts, but cuts himself off as the familiar buzzing in his head starts.

In the next room he feels gunshots, and a scream, followed by the door creaking open and a slight ticking noise.

"Peter are you...?" Norman starts as Peter turns around to the opening doors, before diving forward to tackle him to the ground as an explosive device goes off, blasting them both back and totalling the room.

Norman's apparently out cold, and behind him the doors have been blasted off, with some psychopath in black Kevlar tears the place up, looking for something on the computers. As carefully as he can, Peter pulls himself up and tries to slip away unnoticed, ducking into a small closet.

Mask on, gloves and shooters slipped on, civvies off, then swinging out the window, and returning from the window of Norman's office, which had shattered from the explosion.

"You know, if you wanted to use a computer, they're available to book down at the local library." He quips, drawing the attention, and anger, of the mysterious man, resulting in a high calibre pistol being pointed at his head.

Now, Peter's no expert with guns, but he's picked up a few things from months of being shot at. The man's holding it with both hands, professional pose, steady breathing, and eyes at the straight-facing chamber. This guys not a gangbanger or common thug, he's definitely a pro. Maybe a gun for hire or ex-military, either way, he's not going to be able to dodge every shot this person makes if he open fire.

"So, what you need it for? Are you looking for the answer to a level on Four pics/one word? You know that's cheating, right?" The person grips their trigger, ready to shoot him if he doesn't stop talking. "Maybe we should remove that-"

Trigger goes down, bullet goes flying straight at him, and Peter falls back out the window, then leaps back up, kicking the man away.

"You know, there's easier ways to check your My Face page, you don't have to go all domestic terrorist to do so." Peter comments, dodging another few bullets, one which grazes his arm as he does so. He puts a hand on the wound to keep pressure on, but doesn't let this slow him down. "But, I suppose this way at least you get to duel wield and jump out of cover, so I guess its worth it."

"I'm not sure who you are, but if you want to live, I'd suggest you shut up and go away." The man in black retorts while reloading his weapon. Peter takes the chance to fire a web line at the gun, but before he could pull it out of his hand, the man in black had already pulled out a combat knife and sliced the threads away, then fired again, this time hitting Peter in the shoulder before he could dodge.

"Well, look at that, you got blood all over my costume! You're going to have to pay the dry cleaning bill for that!" Peter quips, pulling the bullet out and flipping over the man before he can fire again, kicking them in the back and shoving the person forward into the computer they were trying to hack.

The man pulls himself up, now a little pissed that the computer's broken. He glares at Peter, who's smiling sheepishly from behind his mask. Pulling out a simple combat knife and a brass knuckle, they run to him, swinging at him with both weapons, each he dodges as effortlessly as he can.

"What the hell are you?" The man questions, pulling back for a second while he tries to think of a new strategy.

"I'm a lot like River Tam, 'cept I'm a dude, one that isn't crazy or fuel for foot fetishists." Peter quips, perching on the desk. "But, I can still kill you with math, or my brain, depending on what you want."

"I have no idea what you're referencing right now." The man mutters slightly, while putting something in his ears and holding up a small device.

"Hey, what are you-" Peter starts to ask, until a loud sonic sound hits his ear drums, sending his senses into overdrive and taking him to the floor, clutching his head.

"Instead of cracking jokes, next time try keeping your eyes open. I like to cheat." The man tells him, pushing him backwards and holding a rifle of some kind, one he lifts up, ready to hit him over the head. "Be glad you're not on my list."

Then, everything goes blank, and then nothing.

"S-s-s-p-p-i-i-i-ider-Man?" Peter struggles to wake at the sound, as a figure caries him out onto a rooftop, placing him somewhere safe. "Spider-Man? Can you hear me?"

"A little." Peter grumbles, pulling himself up and looking at Daredevil, who flashes him part of a smile at the sight of him awake.

"Good, now you can tell me what happened."

"Funny story." Peter snickers, sitting up properly. "I now know not to crack Firefly references when fighting a nut job wearing black."

"Supervillain?" Daredevil asks, perching opposite him.

"No, more paramilitary. I think a mercenary of some kind, probably some kind of corporate espionage thing."

"Or someone worse." Murdock interrupts, sniffing the air. "Yeah, I know who you ran into."

"Really? That's a little bit freaky. Who?"

"A vigilante. Not like us, I mean a real, judge-jury-executioner type of vigilante."

"Wait, you mean, like early season _Arrow_ instead of late season _Arrow_?" Peter asks, raising an eyebrow.

"More like that mid season villain-of-the-week guy, the one that was killing those corrupt a-holes and tried killing future-Speedy." Murdock replies.

"Wow, you actually watch that show and know the characters? I was just shooting in the dark with that reference. You're a nerd too."

"Guilty as charged." Murdock smiles proudly, before returning to topic. "On a serious note, the man you fought is called Frank Castle, also known as the Punisher. He's wanted by nearly every law enforcement agency, just shy of SHIELD and the Neighbourhood watch; he's a vigilante mission serial killer and a domestic terrorist with no care for civil liberties."

"So, the kind of guy that gives us a bad name?"

"Pretty much." Daredevil shrugs, looking to the side. "I've been trying to take him down every chance I get, but he only stays in New York until he gets his target. We don't even know when he arrives until after he's already left."

"So, he's after Norman Osborn?"

"More likely, he was after his computer files. I heard someone accessing a computer before I got there, I'll assume its him."

"Yeah, I think I remember him doing that, my head hurts a little from whatever he did." Peter grumbles, rubbing his head. "So, we'll need to find out what he was looking for."

"Moon Knight can hack it and find out, until then, guess we should keep an eye out for him." Daredevil shrugged, walking to the edge. "Until then, stay safe."

"Never do, Double D." Peter waves him off, turning to swing away. As both of them swing away, Peter heads back to the scene of the fight, partially to make sure Norman's alive, and also to check on the computer. Maybe there's some way to find out what he was trying to access?

...

Ever since he first started wearing his red leather garb, Matt has seen his duty in life being there for the unfortunate, and never once has he felt bad about what he does. Until the day he allowed a murderer to walk free for no other use but to take down a small gang leader. He was the only person not afraid to identify Fosswell as the ringleader, so why should he feel bad?

For the first time in his life, he did something he wasn't completely sure was the right thing to do. He's got a crimelord off the streets but at the cost of letting a murderer walk free. How i he supposed to rationalize letting a man get away with murder?

"Matt?" Foggy asks him, snapping him from his thoughts. "Have you been listening?"

"Of course." Matt lies, in an obvious manner.

"You still bummed about letting Carradine go?" Foggy sighs. "Matt, we got Fosswell out of it, streets are safer without him around."

"Its hardly the Kingpin." Matt mutters. "But, I guess its something."

"See, there you go." Foggy grins, patting his back. "Now, on a more important topic: Lunch."

Matt smiles, rolling his eyes as he got up.

"Fine, you paying?"

"...About that..."

"Fine, I'm paying." Matt gets out of his seat. "Diner across the street?"

"Sure, sounds good." Foggy nods, getting out of his own seat as the two make their way to their dinner.

After eating their food and drinking their coffee, the two sit in their usual seats, waiting for their food to settle and reading the newspaper.

"I still find it amazing you can read like that, you know." Foggy informs him, observing as Matt 'reads' the paper by brushing his fingers over the paper's letters, discerning the letters by doing so.

"Foggy, I can hear Karen's pulse from here; this is the least amazing thing I can do." Matt replies, putting the paper down. "See the muffins they just took out of the oven over there? Mind getting me one?"

"Don't worry, was planning to get some myself." Foggy got up and walks to the muffins, stopping for a second so Matt could hand him the money to pay for them. As he waled off, Matt took out some pain medication for his headaches, taking two that briefly gives him some peace from his senses.

"Mister Murdock?"

Until he's snapped out of this.

"Yeah?" Matt answers, looking up to listen to the woman asking for his attention. Sounds to be in her late forties/early fifties, slightly fatigued, meaning she's either a mother or involved in full time work (or more likely, both), and slightly distressed or in mourning.

"Hello, I'm sorry to bother you like this, but I'm May Parker; Ben Parker's wife...well, his widow."

Oh crap, this is going to be painful.

"Dennis Caradine came to see me this morning; he wanted me to forgive him for what he did to my family. Seeing him again, I don't know how I'm supposed to handle that." May explains, as Matt listens. "I googled you; I had to get my Peter to show me how, but I did and, you sound like a good man, so I know you probably have good reasons for your decision but, I needed to know that this was the only way."

"I assure you Miss Parker, if it was up to me both Caradine and Fosswell would be behind bars but, its sadly not." Matt tells her, adjusting his glasses. "If there was any other way-"

"Thank you, that's all I needed." May interrupts, having watched enough TV to know how this will go. "I just wanted to know if you're the same man the internet praised so much."

"Am I?" Matt asks, checking her opinion. "Am I the same person you read about?"

"I don't know, are you?" May responds with a similar question, before leaving without another word, leaving Matt along to think.

"OK, I got your muffin, but they're pretty darn expensive so no change, sorry about-" Foggy tells him as he returns, only for Matt to get up quickly, taking the muffin and walking out, leaving Foggy confused.

...

Meanwhile, back at Midtown High, Peter enters the school, awkwardly watched by the other students.

"How fast does news travel here?" Peter asks, turning to Hobie, who was walking with him.

"Well, 'skinny kid beats up the man who killed his uncle' is a pretty newsworthy topic. It's the kind of thing you expect people to gossip about." Hobie answers honestly. "By the way, that was awesome of you to do, its pretty messed up he gets to walk."

"Yeah, it is." Peter agrees, looking down to his feet.

"Hey, don't worry, guys like him, the police will get him for something else eventually." Hobie tries to reassure him.

"Don't worry, I'm fine." Peter gives him a smile as they get to his locker.

"OK, well, I got class five minutes ago, so I should hurry." Hobie adds, nodding as he runs to class, Peter waving him off as he does so. When the hall clears out, PEter slips into his locker, and enters on the other side to the secret base he and MJ set up, with MJ sat at a computer inside.

"...I can-not believe my eyes, how the world is filled with lies, but you can see, the evil inside of me..." MJ sings to herself, listening to a musical soundtrack on her phone, loudly.

"...Is on the rise!" Peter finishes the line, making her jump, having not heard him come in.

"Peter?" MJ turns to him, laughing a bit at what just happened. "Anyone ever tell you that you're a great singer?"

"More than once." Peter shrugs, sitting next to her. "You got what I asked for."

"Yep. The internet kept disconnecting so I printed it." MJ hands him a folder of paper, containing a printed out crime report on an infamous vigilante killer: The Punisher. How Mary Jane of all people was able to get this information is a secret, however, one best left unanswered.

"Thanks, I do appreciate it." Peter smiles, opening it up and reading.

Frank Castle, formerly served in the United States Marines during the Gulf war, the Operation Uphold Democracy, Kosovo War, and multiple tours in Iraq and Afghanistan. Worked in the CTU, CIA, FBI, used to train SEALs to withstand torture...Jesus, he likes making people bleed.

Family includes mother and father Louisa and Mario Castlione, spouse Maria Smith-Castle, children William and Lisa Castle, all...all deceased? Extended family...all deceased. Peter flips over the next page, reading the crime reports.

"Did you read this?" Peter asks MJ.

"Nope, I was TV Troping."

First crime report is on his family. Him and his wife got caught in a mess with a gang known as 'The Sinners', of which have been tied to businessman Howard Saint. The two reportedly witnessed some of their members disposing a body; when they were discovered, Castle ended up killing most of them in defence, resulting in pissing off the Sinners and, when they fled to a family reunion hoping to escape, they followed. His entire extended family were massacred and he was left to die; but not until after they made him watch as they did so. He proceeded to hunt down each member of the gang and personally kill them, in the same manner they killed his family.

Howard Saint remains at large, however; he's been cleared of charges and placed in protective custody to keep Castle away from him. Since then he's killed nearly three hundred people, reportedly, though during a brief tenure when captured he claimed he's killed thousands.

"Jesus Christ." Peter mutters as he reads, cringing at some of the photos.

"What?" MJ asks, though Peter remains silent, even as she starts jabbing him in his cheek with her finger. "Hello? Peter? You in there?"

Peter doesn't respond, merely grabbing his mask and shooters as he heads out.

"I gotta go."

"Wait, Peter, what's up?" MJ asks.

"Read the file." He told her as he quickly changed into his suit, turning to leave.

"Wait, what about Chem? We have a lesson in five minutes!" She adds, just as he leaves. "OK, skip school, leave little ol' me alone, I don't care...I'll just slowly realize I'm talking to myself before ending on a comedic note then."

...

Meanwhile, in the office of New York's Mayor, Wilson Fisk stands in front of his windows, looking at the skyline, waiting for his meeting. Following recent events, Fisk has depleted his stolen samples of the superpower-inducing drugs he stole from OScorp, and the customers he'd made doing so are without a product to give him money for. Given that the powers put a strain on the body, one that results in death if they're not regularly taking the still-unnamed drug, his customers don't have much time left if they don't get more to sell them. And frankly, living customers, who can gather more, are a lot better than dead ones.

So, he asked the one man who can get him more.

"So, this time he's asking before he steals my stuff. How very bold of you." Norman announces as he enters. "So what, pray tell, has made the Kingpin himself resort to asking politely? In case you haven't heard, I'm busy dealing with a terrorist attack that happened this morning."

"Norman, please, sit down."

"You offer me a chair, but we both know..."

"...that you'd prefer to stand. Its funny, just how often you see yourself re-enacting tired clichés."

"What do you want Fisk?" Norman returns to the topic at hand.

"This wonder drug of yours. I'd like more." Fisk answers bluntly.

"I beg your pardon?" Norman looks at him with mild surprise.

"This super steroid, power hormone, whatever you plan on calling it, it sold well but now I'm running low. I could pay some scientists to reverse engineer it, but I figured that, the least I can do is offer you the chance to sell it to me."

"Offer me the chance? You'd think I'd agree to just sell you a potential Nobel prize winner?"

"Either you provide me more, or I make it myself. One of them gives you money."

"And puts me under your thumb. You think I'd really be stupid enough to go into this kind of business with you?"

"Didn't stop you with Silvermaine."

Norman stops silent, glancing at him.

"What are you implying?"

"Well, I did acquire Manfreddi's assets before his death, and with that I acquired his property, and with that, his log books and records of all his dealings; he clearly enjoyed keeping track on people he could blackmail later. You provided his men with weapons in exchange for protection for your properties, weapons that were no doubt illegal for you to sell them. Out of respect, I've kept the evidence secured and away from any prying eyes of the law. But, respect is an easy thing to lose, like if someone would refuse a noble request such as mine."

"Hah, blackmail then?" Norman snickers. "That's what you're going with?"

"I prefer to call it extortion." Fisk smiles, sitting down on his seat. "Call it what you want though."

"My lawyers would tear that evidence apart."

"Maybe." Fisk shrugs, as his glance starts to darken. "I did hope you'd settle for that, so, new proposal: Provide me with the drug and means to produce it, or your son will pay the price."

Norman doesn't even take a second to think about this, he instantly tries to grab Fisk by his collar.

"You leave my son out of this." Norman growls. "Threaten me, threaten my company, or threaten my employees. _Never_ threaten my Harry."

Fisk merely smirks. As a father himself, he knew this would push Norman's buttons.

"Norman." Fisk stands up, towering over the businessman, grabbing Norman's hands and prying them from his collar with great ease. "I could crush you like an ant, do not think you can intimidate me. If you wish to keep your son safe, do as I demand."

Norman pulls his hands away, clenching his fists as he realizes that, unfortunately, he has no way to win here.

"Fine." Norman mutters. "How much are you willing to pay?"

"Norman, I offered you the chance to be paid for it, and you rejected that offer. Now its off the table." Fisk smirks as Norman's glare sharpens.

"You smug bast-"

"I'd like to have it as soon as possible, if I may." Fisk adds as he sits back down. "After all, in the time it takes for me to wait to get it, who knows what horrors might befall young Harry."

"I'll have it sent over as soon as I can." Norman agrees through gritted teeth, heading for the door.

"Have a good day Norman." Fisk smirks, lighting his cigar, happy with himself as he leans back in his chair.

...

Meanwhile, back with Daredevil, the horn-headed hero swings around the city, trying to clear his head and think things over while smashing faces in.

Again, he thinks about this issue with Dennis Caradine, especially after what May Parker said to him. Guilt isn't a feeling he often gets; he used to always be the guy defending the little man, the one who makes sure the guys who hurt others don't get to run free. And yet, now, he fought to get one of them out of a murder charge, and basically sold the little man's grieving family down the river. What changed? He may not run a small defence firm anymore, but he can't really have left his roots that much.

And yet, he's became the very thing he always tried to avoid: That one lawyer guy who fights for a pay check instead of for the people who need him. He needs to do something about this, but first, he should concentrate on the people on the street who need him now.

"...daredevil..." A faint scream in the distance, for example, being one of them.

He pauses on a gargoyle after hearing that in the distance. He hears cries all the time, but not usually to him directly. Young, female, probably in their mid to late teens, coming from the eastern side, closer to Queens than he usually goes to, but a scream is a scream.

"...Daredevil...!" The scream gets louder the closer he gets, until he gets close enough to pinpoint its location.

MJ waits on a building roof she managed to get onto via means only she knows, waiting and hoping this works. Her hopes are fulfilled, however, when a red figure lands behind her, nearly making her jump.

"Uh, hi." She smiles awkwardly, waving to him.

"You were screaming my name." Daredevil states bluntly, noticing no sign of danger. "Don't be wasting my time."

"I'm not, don't worry, I'm not one of those crazy people that you see on TV doing things like this." She assures him, stepping closer. "See, I'm, kind off a friend of Spider-Man's, and he talks about you a lot, and Moon Knight, but, frankly that guy creeps me out a little, so I figured you'd be the one to talk to. And, I figured since you have that super hearing, you'd be easiest to contact."

"I'm sorry miss, but I'm a bit too busy to deal with social calls right now."

"No, wait, I need your help. I mean, really, really need it. Pe-Spider-Man, he's not been himself lately. He's been through a lot the past few months, and I'm worried about him. He's taking a case personally, and, when he read about Punisher, he left without saying anything, but he didn't seem like he was going after the guy to stop him."

"Slow down, he's going after Punisher? By himself?"

"Yeah, but that's what I'm saying, he seemed to feel sorry for the guy and, well, I read the file too so I can understand why given what P-Spider-Man's been through, and this Dennis Caradine guy being free has really hit him hard. I'm worried about him, and, and I don't know how to help him with this." MJ explains, looking at her feet as she talks, not entirely sure how to word everything. "I'm not a superhero myself, but, you are, and he really looks up to you, and I was hoping you could look out for him, you know?"

"I'll do what I can." Daredevil replies, smiling while putting a hand on her shoulder. "You care a lot about him, don't you?"

"He's my best friend. I care about him more than I could describe."

Its more than that; he can feel it on her. But, its not his place to talk about it and, frankly, he doesn't know who this girl even is, so he steps away, getting ready to leave.

"Well, I'll make sure he's alright." He adds as he got ready to leave. "Stay safe, I'll bring him back to you, I promise."

...

Rest continued in the next chapter.


	18. Punishment is Coming Pt2

Second part of this:

...

_**Punishment is Coming...Part 2**_

A while later, Norman's limo pulls up outside a small building, while Norman waits inside, watching as two of the residents of the rundown apartment slowly exits his home to investigate. Flint Marko, one of many low-lifes currently under Norman's employ, and Dennis Caradine.

When the two approach, Norman merely opens the door, waiting for them to get in.

In the distance, a scope of some kind zooms in, watching the two unsuspecting as it spies on them entering Norman's vehicle, taking pictures of each one.

"Mister Osborn?" Caradine questions as he gets inside, uneasy about the unorthodox meeting.

"Caradine, Marko, I believe you two are familiar with the concept of under the table deals." Norman mumbles, still not completely on board with this plan as his driver starts the limo, taking the three of them away from the small apartment. "I need you two to transport some, experimental performance enhancers to an address for me. Consider it, overtime."

"Wait, are we talking about a drug deal?" Caradine asks, visibly distressed at this plan, lowering his voice as he speaks. "Mister Osborn, with all due respect, I signed on to make an honest living."

"Caradine, do you want to stay out of jail?" Norman questions, turning to him. "This job, neither of us wants to do it, but right now I have little choice in the matter. And because of that, neither do you. If you don't do as I tell you, you'll find your position in my company terminated, and I will see to it that you find yourself in police custody once again."

"Hey, man that's out'a line." Marko tries to point out, but a glare from Norman shoots him down.

"Both of you should know that I am not a man you should anger. For now, if you want to avoid troubling me, I suggest you do as I tell you." Norman warns them as they stop outside a small bar. "Come to my office in an hour, you will pick up your delivery and head to Wilson Fisk-"

"Wait, you're selling drugs to the Kingpin?" Caradine questions once more, beginning to panic, though Norman ignores him.

"-There, he will give you the address of his dealers. They will take over from there on. Do this correctly, and it will be the last time I call upon you for anything like this, I promise you." Norman finishes, opening the door. "Is this clear?"

"Yes, of course." Caradine nods quickly as he gets out, followed by Marko.

"Good. Remember, one hour. Don't be late." Norman tells them, driving off quickly, leaving the two alone on the street, before they head to the bar to process this request.

"This is bad."

"Its no big deal. We do this right, we can move on like that." Marko tells his panicked friend, paying for two beers once they're inside.

"But, what if this backfires? What if we get arrested? I can't afford to go back to jail." Caradine mumbles in fear. "I ratted out on Fosswell, if I end up back behind bars, I'm a dead man."

"And if we don't do it, Osborn's just ghonna arrange to get you arrested." Marko notes.

"Still, either way, I, I don't want to do this anymore. I took this job to get away from crime." Caradine complains. "I wanted out of that life, this is the exact opposite of what I was promised."

Marko watches as his friend and former cellmate angsts over this development. He's known Dennis for a few years now, and while he's a bit older than him, he's always been a great friend. Helped pay for bail a few times, given him a bed whenever he needs, helped him adapt to prison the first time the two met, even taught him a few of his tricks in stealing cars. Most criminals tend to react with anger when a friend talks about going straight, but Marko, he's not like that.

"Here, how about this. You pick up the stuff from OScorp, wait there then I'll pick us up a car then get you. I'll drive about half way there, then drop you off at the apartment; I'll take care of the rest, you don't have to be involved in the deal at all."

"You'll do that?" Caradine questions.

"You'd do it for me." Marko shrugs, getting up and putting down a few notes to pay for their drinks. "Now, you stay here and drink a bit, I'll see about getting a car."

"Thank you, it means a lot."

"Relax, don't be going all mushy on me." Marko smiles, patting him on the back before waving goodbye, leaving to get on with their assigned task.

And all the while, unaware of the figure stalking the pair, as Frank Castle watches from the building he's using as a temporary home, giving him the perfect vantage point of both the bar and their apartment. With the pictures giving him the evidence he needs, he starts his plan, glancing at the clock quickly. Seven thirty; he should have enough time to get moving.

Until a distraction shows up.

"Nice place."

Frank, drawing his pistol, turns to point at the patriotic-coloured arachnid perched on the window of the rundown apartment he's using as a cover. "Took a while to find the place, but there's only a few places someone like you would hide in."

"Leave, or I put a bullet in you." Castle warns, slowly drawing a device from his belt.

"Wait, jokes to the corner for a moment, I'm not here to fight." Peter tells him, stepping inside and holding his hands up. "I read up on you and, wow, I get it. I get why you're so savage in your thing. And, you really shouldn't be killing people, but I get why you do it."

"This it? You came to give me your pity?"

"No, see, I swung back to OScorp after the fight and, well, I took the hard drive you were trying to access. After I read about your life story, I had the files opened and, well, figured out you were after Dennis Caradine's address, and from the look of it, you found it."

"Yeah, I'm thinking he's dealing drugs for the Kingpin, what's it to you?"

"Caradine? He's, he deserves jail. He doesn't deserve a second chance." Peter tells the vigilante, taking off his mask to look at him properly. Castle is, understandably, surprised to see how young he is, though doesn't know who he is exactly. "Caradine, he killed someone important to me, and he can't be let free. I want to help you get him."

"What exactly are you thinking?" Frank asks, putting the device and his gun away. "From what I heard, you're the kind of person who dives out of a window to save a psychopath. You sure you're willing to kill him?"

"No, no I'm not. As tempting as it is, I can't." Peter sighs, kneeling down. "But, if you agree not to kill him, and instead, get evidence to lock him up for good, I can help you go on and escape the police, and Daredevil, and anyone else after you."

This deal is flawed beyond imagination. Sure, he might be useful, he saw what he can do after all, but this isn't his style. There's no way in hell he's settling for that. Of course, the kid doesn't need to know that's what he thinks.

"Worth a shot." Castle tells him with a shrugs. "You got a deal."

"Great, well, what do you need?"

"Opposite us is Caradine's address. Its a halfway house, its loaded with criminals. They're tough, but if I can get inside, I can get something from his place that can ID the Kingpin."

"So, you saying you need my help getting in?" Peter asks, putting the mask back on.

"No, but it wouldn't do any harm having backup." Frank retorts. "OK, there's three floors, and roughly twenty to thirty people inside; I can't guess how armed they are but-"

"But, they're all still punchable, that's usually enough for me." Peter shrugs, climbing out the window. "Need a hand getting over?"

"Not likely." Castle responds by pulling out a large rocket launcher-like weapon, with a long cord attached to the head. He fires it out the window into the opposing building, connecting the cord to the building, and giving him something to zipline from.

Together, both of them descend into the other building, smashing through windows.

"What the hell just...?" One of the many criminals inside start to question before a solid right hook from Peter knocks them back.

"Sorry to drop by guys, I'm new here and wanted to borrow a cup of sugar, you don't mind right?" Peter jokes, flipping over someone and kicking them in the back. His feet stick to their back as he presses his hands against the floor, before flipping forward and tossing the man at two others.

As two try to come at him from behind, Punisher kicks one in the gut, uppercuts the other, then grabs the first, who's stunned from the attack, and shoves him into the second, smashing both through a window and outside one the street.

With the room clear, the two of them start to head down a hallway, only to be cut off by two people with machine guns, forcing them to take cover.

"You shouldn't have came here, you two are as good as dead in here!" One of the shooters yells confidently, reloading and firing again. "We got more than enough people to take you out, and more than enough firepower."

"Correction, you HAD more than enough firepower." Peter taunts as he ducks back out, firing weblines onto their guns and pulling them from the two while dodging the gun fire. With a dash foward, he kicks the two in the face, hard, before webbing them up and pulling them onto the ceiling above. "Now? You've got more than enough bruises."

"Quit the jokes, they're not funny." Castle tells him, walking past and gunning two people down before they could attack them.

"Hey, don't shoot them!" Peter yells to him, stopping him from firing at another, webbing them to a wall instead.

"Relax, I figured you'd get on my case if I did that, they're rubber bullets." Castle replies, pointing at the unconscious-though-alive criminals.

"Huh...didn't know they existed. OK then, just, don't use anything else." Peter looks over the perps, before shrugging and continuing on with their mission.

Within minutes, filled with punches, kicks, and lots of gunfire and web-fire, the two clear out the building.

"So, that's the last of them." Peter announces, before webbing up one last person. "Correction, THAT was the last of them. What now? You said that in here, there'd be something to tie Caradine to the Kingpin."

"There is." Castle, reloading his weapons, looks out a window as Flint Marko makes his way inside. "He just walked in."

"What?"

"Wait a second, then grab the person who walks in through that door." The Punisher tells him, waiting as Marko enters.

"What the...what the hell happened here?" Marko wonders aloud as he steps inside, only to be punched by Spidey and stunned.

"OK, what now?" Peter asks, picking him up. "Does he have something on him or what?"

"Not quite, put him in that chair." Castle points while taking something out of his belt, as Peter does as told. "Tie his hands and feet where they are, don't want him moving."

"OK, but, I'm really uncomfortable with where this is going." Peter tells him, webbing the desired locations as Castle approaches Marko, pushing Peter asside.

"Flint Marko, wake up." Castle demands, slapping his face to wake him up.

"Owe, my frikking...what's going on?" Marka mutters, coming too and looking around, seeing the confused Spider-Man and, to his horror, the white skull of the Punisher. "Oh jesus christ no. I, I thought you were a myth!"

"I'm more of a nightmare actually." Castle tells him as he pulls out a roll of tape. "Stop me if I'm wrong. Earlier today, you and your former cellmate Dennis Caradine were asked to deliver drugs for the Kingpin. True or false?"

"I'm not telling you anything!" Marko shouts, looking confused as the Punisher forces his hands flat against the chair arms, then tapes his palm and fingers where they are.

"True or false Marko." Punisher repeats, taking out a nail and placing it in front of his finger, the nail-end pressing slightly in between the fingernail and the finger itself, while the nail head rests just a bit off the chair arm.

"Hey, what are you doing?" Marko and Peter both question in union as Punisher picks up a hammer, placing it in front of the nail head.

"True. Or. False." He merely repeats, pulling the hammer back.

"You wouldn't-"

He then hits the nail with the hammer, pushing the rusted metal pin in between his fingernail and his finger.

"HOLY CHRIST!" Marko screams, as Peter cringes, both repeating this when he hits it again and again, until the nail has burrowed through his finger.

"Answer me." Castle demands, gripping the nail with his fingers and twisting it.

"Yes, alright, yes! We were moving drugs for the Kingpin!" He confesses, holding back cries of pain as he continues.

"OK, that's enough, this crosses a line." Peter tells Castle, but he ignores him, taking out a pair of tweezers and yanking out the nail, bringing the fingernail with it. He lets the blooded metal drop, before grabbing Marko by his face, forcing his head back while bringing the tweezers towards his face.

"Next question. Who is the Kingpin?" Castle interrogates, placing the tweezers against a tooth.

"I don't know!" Castle twists the tooth out, eliciting another scream.

"My apologizes, just realized you won't be able to answer questions with your mouth like that." Castle notes, instead placing the tweezers against his eyelid, pinching them. "Luckily you don't need your eyelids to talk. Now, answer my question."

"Castle that's enough." Peter tells him, making the Punisher roll his eyes, putting the tweezers down for a moment and pulling out something else.

Peter doesn't react in time, though he realizes what he's doing when Castle puts in ear buds, but he can't stop him repeating the same move, attacking both Marko and Peter's eardrums.

"I figured I'd need to do that again at some point." Castle turns to him, pulling some kind of syringe out. "I also did my research on you, found out some interesting facts. OScorp is where your powers came from, Gobulin Green runs through your blood, and the one thing that can knock that out is a strong enough toxin. Luckily, I had some synapse-blocking chemicals lying about, that should do the trick."

"Don't..." Peter mutters, struggling to stand as Castle grabs him y the back of his neck, injecting the liquid into his blood.

"You're strong, so it shouldn't kill you, or even paralyse you, but it'll keep you human for a while." Castle adds, before kicking his stomach to wind him, knocking him onto his side before turning back to Marko.

"Now, Flint Marko, answer my question. Who is the Kingpin?" He interrogates once more, placing a hand against his neck and forcing his chin up. "Is it Norman Osborn?"

"What?" Both Peter and Marko mutter, glancing up at him.

"Is Norman Osborn the Kingpin?" Castle repeats. "He's rich, he's got connections, he has the perfect cover and his business practice is questionable. Come on, its obvious."

"What? Castle, Norman isn't the Kingpin." Peter tells him, pulling himself up, only to be kicked back down.

"Please, I don't know anything." Marko tells him as he sees the tweezers rise up once more, gripping his eyelid.

"Don't make me ask again. Is, Norman Osborn, the Kingpin." Castle repeats, twisting slowly.

"No, no he's not!" Marko answers truthfully, but Castle just twists harder.

"Don't lie to me. Tell me the truth." He twists the skin, pulling back and making it tear and bleed.

"He's not! I swear!"

"Don't make me grab the eye." Punisher threatens, pushing into the eye. "Tell me what I want to know or you'll be blind by the end of the hour."

"I swear, I'm telling the truth!" Marko screams and cries, only angering the Punisher.

The pain is excruciating, and the psychopath here isn't going to settle for anything else but what he already believes is fact. He doesn't want to die here, but if he doesn't tell him what he wants, he might very well die from the torture.

"...yes..." Marko whispers as he continues the torture. "Yes, he's the Kingpin. Now please, let me go."

"See, now doesn't telling the truth feel good?" He patronizes him, letting his eye free and stepping back.

"That's enough." Peter tells Castle, getting up and tearing Marko's hands free. "You tortured him!"

"He told me the truth. It worked."

"You only got what you wanted to hear! He only said that because you were killing him! Norman Osborn's not the Kingpin!"

"What makes you so sure of that?" Castle retorts, ignoring Marko as he desperately cuts his feet free and tries to escape.

"Because I know the guy personally, I think I'd notice if he was a criminal mastermind!" Peter fires back. "I was wrong to sympathize with you, you're a cold hearted psycho who's not better than the people you torture and kill."

"Eye for an eye. What I do is justice."

"No its not! You just tortured a man to get information that you have no way to verify!"

"I'll verify it with a gun pressed against Osborn's head. He'll spill his guts, or I'll do it for him."

"No you're not! He's got a son for Christ's sake, I'm not letting you make someone an orphan!" Peter yells, though a kick to his gut takes him down.

"Big words for a scrawny brat with no fight left. Stay out of my way, Spider-Man, or I'll put a bullet in you." Castle warns him, hitting him hard again, leaving him in darkness once more.

...

He jolts awake with a scream of pain, unable to register where he is at first.

Slowly, Peter remembers what happened, before realizing he's tied up, chained to the chair still stained with Marko's blood. Around him, the criminals he previously knocked out, with one next to him holding jumper cables hooked to the house's electric supply.

"Ha, he's actually woken up." One snickers as Peter struggles to break the chains, realizing his powers are still gone.

"Come on, why is he still alive? Lets kill him already!"

This is bad. No powers, chained up, surrounded by people who want to kill him, and he has no one who's going to save him. This is like his absolute worst nightmare come to life.

"You kidding? Where's the fun in that?" Another argues. "Lets keep doing this, see how much he can take."

"Amen to that." The one holding the jumper cables agrees, before pressing them against him once more, sending another painful electric current straight into the captured hero. He grits his teeth, resisting the urge to yell in pain as he feels his insides burn, boil, and explode in pain.

However, as the lights twitch from the improper use, they suddenly go off, ending the torture session.

"What the, who did that?" One asks, before read leather fist hits his face.

"What was that so-oomph!" Another turns, before a silver metal cable wraps around their neck and choke them into unconsciousness.

Punches, kicks, blunt weapons hitting against bone, soon the group of criminals are taken down, before a silver light turns on in front of Peter's face.

"Ahhh, not so bright." He cringes as the chains are cut off of him, and two hands rest against his shoulder.

"Spider-Man, are you OK?" Daredevil asks, worry in his voice as helps him up.

"Yeah, I'm skipper." He mumbles as he tries to get up, struggling to balance, though he gets help standing by Daredevil and Moon Knight.

"Apologizes for not getting here sooner." MK tells him as they carry him out onto a small silver vertical-takeoff jet, piloted by Moon Knight's friend Frenchie.

"He alright?" Frenchie asks, turning to face them.

"We'll find out in a moment." Moon Knight replies as he tends to his wounds, looking him over.

"Can you tell us what happened?" Daredevil asks the younger hero, kneeling by his side as the jet takes off.

"I, I made a huge mistake, I thought I could, I thought if I reached out to him, maybe Punisher wouldn't be so insane, but, he just didn't stop." Peter mutters, cringing as Moon Knight puts anaesthetic on his wounds. "He tortured some crook, I can't remember who, but he tortured him, tried to make him confess to, he thinks Norman Osborn is the Kingpin, and he wouldn't stop until they confirmed it. H couldn't accept that he wasn't and, when I tried to stop him, he poisoned me. He took away my powers. He said it'd wear off but, I don't know how long I was out for and it could have been a long time, and they're still gone and-"

"Don't worry, everything's going to be alright." Daredevil assures him. "We'll get you cleaned up best we can, you should be fine after some rest. We'll take care of Punisher."

"No time." Moon Knight tells him, motioning to the ground as police cars race down, heading towards OScorp. "DuChamp-"

"Don't worry, already heading there." Frenchie interrupts, changing their course and racing to OScorp.

...

OScorp, about half way up the building's RnD department. Castle tears through the security, gunning down anyone in his way. However, his ease is interrupted as one of Norman's most prolific agents shows up to handle him.

"Not so fast Castle." Taskmaster smirks, shooting at him as he turns a corner. Both of them take cover behind walls, trading gunfire for a second. The skull faced man glances out at the skull-shirted one, ducking out for a second as he fires at him, watching how he fires and where he aims before taking cover once more. Drawing out his sword, he makes a dash out at Punisher, swinging his sword at the right moments to block his bullets, before tackling the former Marine.

The roll on the floor, kicking and punching as they both end up holding a blade to the other's throat, with Taskmaster pinning him down.

"Funny, there's actually a pretty big price on your head. Didn't think to cash it in, but, now's always a good time to make some money."

"How much?"

"Sorry?" Tasky raises an eyebrow at this.

"How much am I worth?"

"Maggia's offering Two mil for your head, and the Yakuza's willing to pay three for your body. Why?"

"Give you eight to stay out of my way." Frank offers, grunting as he tries to hold the sword back.

"Oh really?"

"Offshore bank account, filled with stolen mobster money." Castle mutters, reaching into his pocket and pulling out a bank card. "Pin number's on the card, I got six more like it if you need."

"Ha, nah, that'll be fine." Taskmaster grins behind his mask, taking the card and putting it in his pocket, before drawing out a gun and firing at the side. "Owe, owe, he got me, owe, I'm going down now."

With that, he gets off the Punisher, laying back on the ground, stretching a bit. "I'll be taking a nap, make the killing quick so I can draw this money out soon."

Frank gets up, briefly contemplating killing him where he is before he can do anything, but decides to get on with his mission while he can. As he makes his way through a weapons development sector, however, he notices in the window a silver jet approaching and, upon realizing who it likely is, turns to grab a large weapon from a bench, an experimental rocket launcher. He smashes a window, loads the weapon, then aims at them, firing at them.

"Oh, this is going to suck." Frenchie announces, casually turning around in his seat and grabbing a parachute. "You boys might want to jump."

Following Frenchie's example, the three heroes leap out of the building after the paraplegic French pilot, just in time for it to explode behind them.

Daredevil attempts to grapple onto the building, but he's thrown off by the explosion rattling his head, throwing off his senses. Moon Knight notices this, directing his body after him to ensure his safety instead of going after Punisher. Frenchie, not needing help, instead parachutes safely to the ground. Peter, lastly, freefalls for a bit, having not grabbed a parachute to use. Fortunately, there is a reason for the web-like netting attached to his arm and side, which he uses to glide himself to safety onto the OScorp building. He crashes against the side, trying to stick to it but is unable to grip without his powers, and so he improvises. He spins a two inch-long web to wall, gripping it for dear life to keep on. Once confident he's not going to fall, he pulls himself up, firing another web line onto the wall to grip onto, and another, and another, climbing up the building side in a slow and dangerous manner.

...

Meanwhile, on the top floor, where news of bellow hasn't quite got to them yet, Norman tries to file some papers in his temporary replacement office while he awaits his old one to be repaired, though he'd be more productive at this moment if he wasn't being coerced into dealing drugs.

"Well why can't you take a break?"

And if Harry hadn't chose the worst possible time to drop by and insist on the two making arrangements for his upcoming Birthday.

"Harry, today has been hectic, I can't take a break, understand that this isn't like your homework where you can put it off for weeks on end." Norman replies bluntly to his son's question. "I don't get letters sent home if I don't get things done, I get lawsuits."

"I get that, but we really don't hang out that much. I mean, all the other kids with dads spend tons of time together-"

"And, frankly Harry, the other kids are poor." Norman retorts. "I'm sorry we don't spend time together, but I franly don't have the time to-"

Before Norman can finish, his doors burst open, as Caradine and Marko burst through the door.

"Mister Osborn, we have to go now." Caradine told him, as Marko followed, his wounds covered up but still covered in his own dried up blood.

"I'll say you do, you're incredibly late." Norman mutters, before glancing to Harry. "Harry, please go back downstairs, Bernard will take you home."

"Uh, dad, do you know who that is?" Harry asks, poiting, and glaring, at Caradine. "That's the asshole who shot Peter's Uncle Ben!"

"Harry I don't have time for-"

"What the hell is that murderer doing here!? He killed Ben Parker! You remember him, right? Old guy used to beat you in golf whenever you invited him to play? You hired the guy who killed him!?"

"Harry, don't make me repeat myself-"

"Mister Osborn!" Caradine yells, getting both their attention, which makes Norman realize the state Marko is in.

"Marko? What happened to y-"

"I'm really sorry Mister Osborn." Marko speaks up, glancing at the ground. "I just stepped inside for a second and, and he was there and, he tortured me, he cut me up for christ's sake like I was some frog in a science lab. He made me talk about what we were doing. Then, then he forced me to claim you were the Kingpin. I tried to tell him it wasn't, hell I was going to tell him it was-"

Then, a cold voice interrupts them all.

"Norman Osborn. Punishment is here." Frank Castle announces from the door, before pointing a sawed off shotgun at the group of people.

"Who the hell are you?" Norman replies, keeping an unwelcoming expression. "Wait a minute, you were here earlier, you were the terrorist that blew up my office!"

"Osborn, that's not a terrorist." Caradine informs him slowly. "That's the Punisher."

Osborn's eye's widen, recognizing the name.

"He thinks you're the Kingpin." Marko adds sheepishly.

"Dad...what's going on?" Harry questions, confused and terrified by the whole ordeal.

"I've been investigating you for a while." Castle informs him, tossing a large bundle of papers to the floor. "The incident with the globulin green spiders was an obvious red flag, but employing Taskmaster and financing the creation of super soldiers, that was what made me raise an eyebrow. Then your work on a super power inducing hormone that, somehow ended up being in the pockets of the Kingpin's dealers. I figured I could get a way in when I heard about his release."

Caradine steps back when Castle points the gun to him, motioning in his direction.

"I heard about your criminal employment program, itself another red flag, and just had to keep watching him until I caught you making arangements to send him off with some drugs. You walked right into it."

"You think I'm a criminal mastermind? I don't know if I should roll my eyes or laugh." Norman replies, but he's shut up when Castle shoots at him, missing him by barely an inch.

"Does it look like I'm joking to you?" Castle steps forward, pointing the gun at his face, before pulling out a small tape recorder and tossing it to him, to which Norman catches. "Turn the tape on, confess your sins, then beg to whatever god you convince yourself you follow. Your time is up."

"I'm not some coward you can bully into confessing something that isn't true." Norman stubbornly retorts, keeping his head held high. A knee to the stomach changes that, however, taking him to the ground.

"Next time I'm just shooting you straight in the gut, you can confess on your deathbed if you have to."

"Leave us alone!" Harry shouts, trying to shove Punisher away from his father, but Castle just shoves Harry back, making the teen land on his back.

"I'm not going to respect your delusions by encouraging them. You're insane and idiotic if you honestly think I'm the man you're claiming I am." Norman grits his teeth, getting up.

"Fine, how about a test of character." Castle kicks him back, pressing a foot against his throat before pointing the gun at Harry. When Caradine and Marko try to do something, he pulls out another and points it to them. "Tell me you're the Kingpin, or I shoot your son."

"Why do you people keep threatening my son!?" Norman spits out, trying to push him off.

"Confess." Castle repeats, pulling back the hammer on the gun, angering Norman.

"Leave my son alone!" He declares, before shoving Punisher off of him, moving to try and shield Harry as Castle fires, taking the blast of the gun to his shoulder.

"Dad!" Harry screams as his father collapses next to him, bleeding from his shoulder. "You monster!"

"Tell the damn truth Osobrn!" Castle ignores Harry, pressing the gun against Norman again...

And then its shot out of his hand by the second last bit of web fluid Peter had on him.

Peter, standing in the doorway, glaring at Castle, running on nothing but Adrenaline and pure stubbornness, looks over the scene without speaking a word. Caradine and Marko are by the corner, Harry is trying to stop his father's bleeding, Norman is barely conscious, and Castle is staring back at him.

"I warned you to stay out of my-" Castle starts, but Peter rushes him, punching as hard as he can.

"Shut up!" Peter barks, punching him again and again, not in the mood to make jokes. Without his super strength, Castle is able to block the attacks before shoving him into a door, using his brute strength and extensive combat training to take advantage of Peter's powerless state. He punches the younger hero twice in the face, though Peter flips him off of him with a trick he learnt while he had his powers. Peter gets up, crouched slightly as he tries to get a way in. With the final shot of web fluid, he clings to a small metal rod, pulling it into his hand and holding it like a baton, blocking as Castle charges at him with a knife.

The two circle one another, holding their weapons, analysing the other.

"You'd protect this scum? Or the man who killed your uncle?" Castle questions with disgust, holding his knife up and ready.

"This 'scum' has a son, one you just threatened with a gun and shot his dad in front of him." Peter spits back, ducking out of the way of an attempted stab. "Caradine made me know what it's like to lose a father, I'm not letting you do the same to Harry."

Peter strikes with his baton, but Castle sidesteps and grabs his hand, shoving him forward and going for his back. Peter turns as he stumbles forward, knocking the knife hand away but losing the baton in doing so.

Both of them regain their footing and separate, circling once more. With his weapon gone, Peter tries to think fast on how to get Castle's weapon from his hand and take out the currently-stronger vigilante.

Castle slices at him again and again, with Peter moving just fast enough to avoid serious injury, but still suffers some minor cuts and slashes. He needs to be faster, and smarter. This isn't just his life on the line, its Norman's, and possibly Harry's too. If he doesn't beat him now, Harry could pay the price.

And it will be a cold day in hell before he allows that to happen.

Without his spider-sense, he needs to think about the attacks instead of relying on his instincts, and that's when he realizes something.

As Castle attacks once more, Peter ducks to the left, then rolls back when Castle tries to move forward, moving their fight around the room until, as Castle goes for a final strike, he repeats his earlier flip, launching them backwards and into Peter's target: The large windows.

The two smash through, trading blows as they fall down, losing the knife in the fall while falling down.

"You crazy idiot, you've killed us both!" Castle yells at him, before Peter hits him hard in the face a final time, the adrenaline rush he's going through being enough to take him out, leaving him happy that at least Harry's safe.

"I'm afraid I have to agree, you crazy, crazy idiot." A voice from behind tells him, as a figure grabs them both, before the familiar sound of a launching grappling hook echoes behind and the three of them swing out of their fall, landing on a building top.

"Yeah, well, I kinda remembered that you existed. Figured I could trust you to catch me." Peter tells his saviour as he pulls himself up, turning to him. "Of course, most people rely on angels to save them, I guess I'm stuck with devils."

"Cute." Daredevil mutters, hitting Castle in the head as he got back up. "Osborn OK?"

"Hopefully, he did kinda get shot."

"I wasn't talking to you." DD turns, showing a small ear piece on the side of his mask.

"Caradine got the bullet out." Moon Knight answers over the com-device. "I've treated the wound and patched him up, he should be fine after a few days rest in hospital."

"Thank god." Peter says, in union with Harry up at the top, as both hear the news of his survival. And with that, Peter leans back, glad to have at least cleaned up this mess.

...

The following day, after all the chaos is over, things went back to reasonable normalcy. Peter's powers recovered, Castle disappeared before Feds could pick him up from the police station, Norman went to hospital to be cleaned up proper, Fisk got his delivery, and Matt, he thought things over and, after speaking with Foggy, he's now waiting outside the Mayor's office for an appointment.

"Mayor Fisk may see you now, Mister Murdock." The secretary informs him, leading him to the cigar smoke-filled office.

"Matty boy, now how can I help you?" Fisk welcomes him in, motioning him to the seat opposite his desk.

"I'd prefer to stand, actually." He tells him, gripping his billy club cane. "I've been thinking a lot, lately, ever since the Fosswell/Caradine case the other week."

"You came all this way to tell me you think? I thought being a lawyer meant that was obvious." Fisk comments, getting a slightly amused smile from Matt.

"If I can finish. Ever since I took this position as District Attorney, I thought two things. One, I've totally sold out, and two, at least I can serve real justice instead of handling civil suits. But, lately, the politics of letting a killer go to take down a monster, its made me look at things differently. I spoke to May Parker, I listened to what she thought about this, I've listened at the reactions from the city, and I've decided to listen to my gut."

"What are you telling me, Murdock?" Fisk questions, before a stack of papers are placed on his desk.

"I'm here to hand in my resignation. I'm stepping down as DA, and I'll be going back to Nelson and Murdock. There's so much more I can do for the city there than I can do here, and I feel this is what I was supposed to do."

"Hm, well, if its what you want." Fisk shrugs, sitting back down. "Will that be all?"

"Yes, yes it will. Thank you for understanding, I'll let myself out." Matt finishes, nodding to him before turning to leave.

...

Caradine, meanwhile, with the day off thanks to yesterday's chaos, goes to the one place he's not had the courage to go to until now.

He stands, in an open field of grass and stone, staring at a concrete crucifix baring the name of Benjamin Parker. Remorseful, he looks at the cold grave of his unfortunate and greatest mistake, placing two flowers next to the pile of flowers on the grave, thinking of what, exactly to say.

"I don't, really, know that much about you, to be honest." Caradine admits, looking down. "You seemed like a good man, I know you must have cared about your family, considering how angry they are at me. I'm, I never really had anything like that, honestly; Peter, he's a lucky kid to have had you there. I wish, I wish we met under different circumstances, I wish I didn't fall into the crowd I did, 'cause then you might still be here and I wouldn't hate myself for what I did.

"If, if it makes you feel any better, I'm staying as far away from crime as I can. I'm not, I don't want to be the man I was that night, ever again, and if I could change anything, it'd be me in that grave right now, not you. You seem like a decent fella, so I hope, at least you can forgive me for what I did. God knows you're the only person who does. I'll, I promise, I will make up for this. I don't know how, exactly, but I'll do anything I can to make this right with the man up there."

Getting up, he glances to the sky once, noticing the rain clouds, before looking back at the grave. "I'm damned as it is anyway, nothing can change that. Doesn't mean I won't try. I can at least thank you for that, I guess."

With that, he slowly steps away, turning as he takes out a cigarette and lighter, but pauses when he sees, glaring in the distance, Peter Parker, walking to the grave. The two pass each other, giving the other a ild glance, before swapping their previous position, of Peter at the grave, and Caradine walking away.

"It always rains at cemeteries, huh?" Caradine turns, seeing a man standing outside the graveyard next to the gate, silhouetted by an umbrella, watching as the clouds darken and turn to rain.

"Sense of drama I suppose." Caradine shrugs and replies. "Maybe God's a big fan of movies."

"Hm, wouldn't be the weirdest idea. Its something OScorp's got it beat for."

This strikes Caradine's trail of thought.

"Of course, my, boss and I don't really know all of their weird ideas, but, maybe someone looking to stay out of trouble would be interested in sharing these ideas, whenever he feels like it." The man smirks, walking past Caradine, slipping a piece of paper with a phone number on it into his pocket, before departing. "We'll be in touch, Dennis."

Caradine looks in confusion, before recognizing the man as he walks away, by his distinctive, Hammerhead-shaped skull.

How hard is it to stay out of trouble?

...

"Sure you're up for this?"

Foggy Nelson, ever eating something, looks as the dusted off office of which they used to call home, having just returned after so long, sitting just outside the office next to his partner in crime-fighting, the two holding wine glasses with nothing in, since its too early to drink wine.

"We'll need to paint her again, but the place is still more fitting than a glove." Foggy replies with a shrug.

"We won't make as much money as we were."

"Relax, I admit, after two years of being paid cash, I miss being paid in sports supplies and fish." Foggy smiles.

"And it may take a while to get clients."

"And I'm paid until August, I got to worries."

"Thanks for joining me again, I just feel like this is what I'm meant to do."

"Like I told you first time we looked at this door Matty, you and I, we're like peas in a pod. If this is what we're meant to do, I can afford to give up my weekly lobster."

"Well, guess we're back." Matt smiles back, looking at the still-ever shiny display of their names on the office. "Nelson and Murdock, think it'll go as planned."

"No, no I don't, but that's why its fun." Foggy replies as they glance at the other, before tapping their empty glasses together, ready to face the world a second time.

...

Next time-

When the young, handsome and rich genius Anthony 'Tony' Stark merges into the spotlight for the first time after escaping Afghanistan, Peter, MJ, Harry and Hobie go to see the legendary 'Stark Expo', ready to see him unvail his first project since his father's death. But, an OScorp scientist with a grudge decides to intervene, declaring his family a group of plagiarists and frauds. Add in a mysterious and possibly robotic armoured superhero, Peter's family history, and the continued Osborn/Fisk feud, a lot of stuff's about to hit the fan. Introducing Tony Stark's early days as Iron Man in the Evolution universe (since his present days are told in other fics), and the Evolution version of that SO not superior eight-legged scientist, Doctor Octopus!

...

Responses:

To 'Guest': I understand, though I do wish you kept going, I've got a lot of things planned I wish you'd stuck by and read. I am tuning down the swearing (hey, at least its censored though), and you're not the first person to bring it to my attention. But, I'd like to point out that I swear a lot less in my stories compared to some stories. Of course, you're not going to be reading this, though I feel I should respond anyway. Wish you reviewed with an account though, so I could respond in a way you'd actually receive.

And to the other 'Guest', Guest0000: Thanks and, don't worry, pretty much every suggestion is something I'm planning to do eventually, some though will take longer to happen then others. Like, Venom's not going to happen until I've finished 'season 2', and will be 'season 3's' main storyline (with his use of the symbiote being a not-very-subtle allegory for drug addiction), while Carnage and Green Goblin won't happen until long after that. For now, Norman's the plotter, the guy trying to pull strings from behind the scenes and make his way about the city's hidden powers. As for romance, well, let's just say that by the end of this season, Peter and MJ will be locking lips.

And to the _third_ 'guest', spelt with no capital letter: Don't worry, Pete and MJ are close to getting together, I just need more space to build any actual romantic sense to their relationship and make it look less like a rebound thing. And the suggestion about adding more teen drama is interesting considering that my plans for the next 'season' include angst about passing classes, dealing with teen troubles, and even a drug addiction story of sorts.

Honestly, I should think about adding a letters section like an actual comic.

...

Plot summary for those who skipped: Dennis Caradine makes a deal with the Court to get a pardon in exchange for information on Fosswell. Punisher decides to target him. Peter learns of this when Caradine approaches Aunt May trying to beg for forgiveness. Matt feels guilty about letting him go, especially when Aunt May confronts him. Peter runs into Punisher when he attacks OScorp looking for Caadine's information, since Caradine got a job there. After speaking to Daredevil, Peter looks up Castle and finds out what made him like this, and he feels sorry for him so decides to track him down help him find evidence that Caradine is up to no good. However, Kingpin blackmails Norman into providing him more of the power enhancing drug, so he sends Caradine and Flint Marko to deliver it. Marko is captured and tortured by Punisher, to Peter's protest, until he gives him false information about Norman being the Kingpin. To stop Peter getting in the way, Castle drugs him with a toxin to take out his powers for now so he can go kill Norman. Peter is saved by Daredevil, who MJ approached for help, along with Moon Knight, and together they go to stop him. Fighting ensures, but Peter manages to save everyone while running on nothing but adrenaline. In the end, Punisher escapes, Caradine settles down to make an honest living, Norman plans to take down Fisk, and Matt resigns as DA, returning to defence so he can help the people who need him again. Fisk also decides to do something about the superheroes. Oh yeah, and Harry's birthday.

...

Notes:

-Punisher Vs Spider-Man fights are difficult to write. Punisher is a cool character, but I call BS on the Punisher kills the Marvel Universe AU storyline, its hard as hell writing a believable fight scene between Peter and him that doesn't result in either god moding Frank or letting him be humiliated.

-I was going to have a subplot involving flashbacks to how Matt became Daredevil, but the plot became messy and convoluted, so that's next chapter. This arcs going to have a lot of Matty, so he's going to need fleshing out a bit. I'm trying to give every character a story arc; Peter's got his building relationship With MJ and dealing with Kingpin, MJ's got a storyline about realizing she's likely to become a Damsel in Distress so she decides to take lessons to be awesome, Norman and Fisk are having a corporate war, Harry's drug problem is going to pop up, Hobie's got his development into Prowler (which is going to have some great tragedy), Urich's investigating Peter and trying to identify the Knights, Caradine's got his attempts at redeeming himself, etc. I've got a lot of storylines planned here. Plus, new villains! Including Bullseye, Doc Ock, and the Sinister Six! And new friends, as the X-Men are revealed to the world and Peter meets the still assembling Iron Man. So yeah, a lot planned, hopefully without five months wait between each one.

-I know Punisher has fans, hell I'm one of them, so I'm going to expect some people may have a problem with his actions near the end, where he threatens Harry to make Norman confess to something that isn't true but he's so sure it is that he ignores any chance its not, and I know some may decry it as purposely villainizing him, but, well, Punisher has always been a guy with a low grip on morality. The reason I like him is because he's just as brutal as the people he fights, but they're so evil that you don't care that what he's doing is wrong, because they frankly deserve it. However, the problem is his methods are not admirable. Torture for information does not work (all the time; you're likely to get false positive info because people want to end the torture), and vigilante justice of this kind is outlawed for a reason. There's a reason Batman, Superman, Spider-Man, and all their friends shouldn't kill. I don't really have a problem with heroes who kill (some heroes, like Green Arrow, I actually dislike the idea of them having anything against killing when necessary (seriously, Oliver spent five years on an island killing animals in order to survive; in that environment, you lose your previous morality against killing and you're not going to see things as so black and white unless you're a massively pretentious hypocrite; Ollie shouldn't just kill everyone at all times, but he shouldn't be as white as Superman is about this), and Marvel's big three I feel should be willing to kill the really bad ones if they don't surrender), and I do like some characters who are the shoot first, ask questions at the bar later types, but those types should not be friends with the black-and-white types.

-Decided to give two scenes of Matt interacting with Peter's friends and family, since I felt it'd help connect him to the cast more. While they made guest appearances prior, from this point on Matt and Moon Knight are main characters to the story, kinda like how Green Arrow went from repeated guest star to a main character in Smallville. But yeah, Matt meets May and MJ. He probably won't meet Peter out of costume until this 'season' is over, since if he does than he'll know he's Spider-Man instantly and I want to keep that bit from them, but eventually they will. He's not appeared much yet, but Ben Urich's also getting promoted to main cast member, as is Norman and George Stacy. So enjoy that.

-Tried to also add some depth to Norman's relationship with Harry. Already mentioned before that he does love Harry, but here I wanted to show it, namely by him being willing to bow to Fisk in order to protect him, and later basically taking a bullet for him. I see Norman here as how he was originally, a terrible father but not a horrible one, if that makes sense. He's terrible to Harry, but he's only trying to be as good as he can.

-If you read my Avengers story, you may notice that both the latest chapters made a Firefly joke near the beginning (there, Thor not being told it got cancelled, here, Peter comparing his Spider Sense to River Tam's psychic-brain-ninja-ness). Near the start of writing both, I'd just gotten the series on DVD so I had Firefly on the brain while working on these. I also made a reference to Arrow here, since that show is f'king awesome and pretty much, by itself, made me a Green Arrow fan. I'm only reading his comic now because Arrow made it look good.

-Sorry for how long it took to get this out, its probably my longest chapter, so that's why its split into two. Hope I didn't disappoint anyone. I was busy working on my other stories, including a three-part opening story arc for a Justice League story; that you'll see soon enough.


End file.
